Common use of Loan Portfolio; Allowance for Loan Losses Clause in Contracts

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF or a Subsidiary of MCBF is the sole holder of legal and beneficial title to each Loan (or MCBF’s or its Subsidiary’s applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF or a Subsidiary of MCBF; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s practices of approving or rejecting Loan applications, violate any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBF’s audited balance sheet at December 31, 2002 was, and the allowance for loan losses shown on the balance sheets in MCBF’s Reports for periods ending after December 31, 2002, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF CNB Financial or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF CNB Financial nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF CNB Financial or a Subsidiary of MCBF CNB Financial is the sole holder of legal and beneficial title to each Loan (or MCBFCNB Financial’s or its Subsidiary’s applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF CNB Financial or a Subsidiary of MCBFCNB Financial; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSBCNB Financial’s practices of approving or rejecting Loan applications, violate any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBFCNB Financial’s audited balance sheet at December 31, 2002 2008 was, and the allowance for loan losses shown on the balance sheets in MCBFCNB Financial’s SEC Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF MSB or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF MSB nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF MSB or a Subsidiary of MCBF MSB is the sole holder of legal and beneficial title to each Loan (or MCBFMSB’s or its Subsidiary’s applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF MSB or a Subsidiary of MCBFMSB; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s practices of approving or rejecting Loan applications, violate any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBFMSB’s audited balance sheet at December 31June 30, 2002 was, and the allowance for loan losses shown on the balance sheets in MCBFMSB’s Reports for periods ending after December 31June 30, 2002, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF MSB has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF SSE or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF SSE nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF SSE or a Subsidiary of MCBF SSE is the sole holder of legal and beneficial title to each Loan (or MCBFSSE’s or its Subsidiary’s applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF SSE or a Subsidiary of MCBFSSE; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSBSSE’s practices of approving or rejecting Loan applications, violate in any material respect any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBFSSE’s audited balance sheet at December 31, 2002 2008 was, and the allowance for loan losses shown on the balance sheets in MCBFSSE’s Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF DFBS or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ ' rights and to general equity principles; (B) neither MCBF DFBS nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF DFBS or a Subsidiary of MCBF DFBS is the sole holder of legal and beneficial title to each Loan (or MCBF’s DFBS's or its Subsidiary’s 's applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF DFBS or a Subsidiary of MCBFDFBS; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ ' rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s DFBS's practices of approving or rejecting Loan applications, violate in any material respect any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBF’s DFBS's audited balance sheet at December 31September 30, 2002 2003 was, and the allowance for loan losses shown on the balance sheets in MCBF’s DFBS's Reports for periods ending after December 31September 30, 20022003, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF New England Bancshares or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other insolvency or similar laws affecting creditor’s rights generally or by general principles of general applicability relating to or affecting creditors’ rights and to general equity principlesequity; (B) neither MCBF New England Bancshares nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF New England Bancshares or a Subsidiary of MCBF New England Bancshares is the sole holder of legal and beneficial title to each Loan (or MCBF’s New England Bancshares’ or any of its Subsidiary’s Subsidiaries’ applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF New England Bancshares or a Subsidiary of MCBFNew England Bancshares; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s New England Bancshares’ practices of approving or rejecting Loan applications, violate any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBF’s New England Bancshares’ audited balance sheet at December March 31, 2002 2006 was, and the allowance for loan losses shown on the balance sheets in MCBF’s New England Bancshares’ Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF GAFC or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject terms and the rights of GAFC with respect to bankruptcy, insolvency, fraudulent conveyance and other laws each Loan would not be adversely affected by the consummation of general applicability relating to or affecting creditors’ rights and to general equity principlesthe transactions contemplated by this Agreement; (B) neither MCBF GAFC nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF GAFC or a Subsidiary of MCBF GAFC is the sole holder of legal and beneficial title to each Loan (or MCBF’s GAFC's or its Subsidiary’s 's applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF GAFC or a Subsidiary of MCBFGAFC; (D) each Loan file is complete in all material respects and includes the original note and the related security documents are included in the Loan filesdocuments, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ ' rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s GAFC's practices of approving or rejecting Loan applications, violate in any material respect any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBF’s audited GAFC's unaudited balance sheet at December 31, 2002 March 31 2009 was, and the allowance for loan losses shown on the balance sheets in MCBF’s GAFC's Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF Patapsco or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF Patapsco nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF Patapsco or a Subsidiary of MCBF Patapsco is the sole holder of legal and beneficial title to each Loan (or MCBFPatapsco’s or its Subsidiary’s applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF Patapsco or a Subsidiary of MCBFPatapsco; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSBPatapsco’s practices of approving or rejecting Loan applications, violate in any material respect any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBFPatapsco’s audited balance sheet at December 31June 30, 2002 2006 was, and the allowance for loan losses shown on the balance sheets in MCBFPatapsco’s Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF SOFB or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF SOFB nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF SOFB or a Subsidiary of MCBF SOFB is the sole holder of legal and beneficial title to each Loan (or MCBFSOFB’s or its Subsidiary’s applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF SOFB or a Subsidiary of MCBFSOFB; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSBSOFB’s practices of approving or rejecting Loan applications, violate any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBFSOFB’s audited balance sheet at December 31, 2002 2007 was, and the allowance for loan losses shown on the balance sheets in MCBFSOFB’s Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF FCCO or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ ' rights and to general equity principles; (B) neither MCBF FCCO nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF FCCO or a Subsidiary of MCBF FCCO is the sole holder of legal and beneficial title to each Loan (or MCBF’s FCCO's or its Subsidiary’s 's applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF FCCO or a Subsidiary of MCBFFCCO; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ ' rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s FCCO's practices of approving or rejecting Loan applications, violate in any material respect any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBF’s FCCO's audited balance sheet at December 31, 2002 2003 was, and the allowance for loan losses shown on the balance sheets in MCBF’s FCCO's Reports for periods ending after December 31, 20022003, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF or its Subsidiaries FNBO in whole or in part: (A) The to the Knowledge of FNBO, the note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF nor any of its Subsidiaries, FNBO nor any prior holder of a Loan, Loan has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF or a Subsidiary of MCBF FNBO is the sole holder of legal and beneficial title to each Loan (or MCBF’s or its Subsidiary’s applicable participation interest, as applicable)Loan, except as otherwise referenced on the books and records of MCBF or a Subsidiary of MCBFFNBO; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participationparticipation interest, to the Knowledge of FNBO, the participation interest documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ ' rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s FNBO's practices of approving or rejecting Loan applications, violate in any material respect any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBF’s FNBO's audited balance sheet at December 31, 2002 2016 was, and the allowance for loan losses shown on the balance sheets in MCBF’s FNBO's Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge Xxxxxxx'x/FNBO's joint Disclosure Letter details FNBO's calculation of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the its allowance for loan losses under GAAPas of May 31, 2017.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF Patapsco or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF Patapsco nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF Patapsco or a Subsidiary of MCBF Patapsco is the sole holder of legal and beneficial title to each Loan (or MCBF’s Patapsco's or its Subsidiary’s 's applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF Patapsco or a Subsidiary of MCBFPatapsco; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ ' rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s Patapsco's practices of approving or rejecting Loan applications, violate in any material respect any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBF’s Patapsco's audited balance sheet at December 31June 30, 2002 2006 was, and the allowance for loan losses shown on the balance sheets in MCBF’s Patapsco's Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF Factory Point Bancorp or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF Factory Point Bancorp nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF Factory Point Bancorp or a Subsidiary of MCBF Factory Point Bancorp is the sole holder of legal and beneficial title to each Loan (or MCBFFactory Point Bancorp’s or its Subsidiary’s applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF Factory Point Bancorp or a Subsidiary of MCBFFactory Point Bancorp; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSBFactory Point Bancorp’s practices of approving or rejecting Loan applications, violate any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBFFactory Point Bancorp’s audited balance sheet at December 31, 2002 2006 was, and the allowance for loan losses shown on the balance sheets in MCBFFactory Point Bancorp’s Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF GFSB or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, terms subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ creditor's rights and to general equity principles; (B) neither MCBF GFSB nor any of its Subsidiaries, nor to the knowledge of GFSB and its Subsidiaries, any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF GFSB or a Subsidiary of MCBF GFSB is the sole holder of legal and beneficial title to each Loan (or MCBF’s GFSB's or its Subsidiary’s 's applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF GFSB or a Subsidiary of MCBFGFSB; (D) the original note and the related security documents are included in maintained separately by GFSB from the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ ' rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s practices of approving or rejecting Loan applications, violate any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses amounts reflected in MCBF’s audited GFSB's balance sheet at December 31June 30, 2002 2004 was, and the allowance for loan losses shown on the balance sheets in MCBF’s GFSB's Reports for periods ending after December 31June 30, 20022004, in the opinion of management, was were or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge . (iii) The GFSB Disclosure Letter sets forth every GFSB loan, lease or other extension of any fact credit as of July 31, 2004 (A) which is likely to require 90 days or more delinquent, (B) has been classified as "special mention", "substandard", "doubtful", "loss", "non-performing", or "of concern", or (C) involves a future borrower or collateral in bankruptcy, reorganization or similar proceeding. Since March 31, 2004, there has been no material increase adverse change in the provision for loan losses or a material decrease items listed in the allowance for loan losses under GAAPparts (A), (B) and (C) of this paragraph.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF or its Subsidiaries CFB in whole or in part: (A) The to the Knowledge of CFB, the note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF nor any of its Subsidiaries, CFB nor any prior holder of a Loan, Loan has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF or a Subsidiary of MCBF CFB is the sole holder of legal and beneficial title to each Loan (or MCBF’s or its SubsidiaryCFB’s applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF or a Subsidiary of MCBFCFB; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, to the Knowledge of CFB, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSBCFB’s practices of approving or rejecting Loan applications, violate in any material respect any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBFCFB’s audited balance sheet at December 31, 2002 2008 was, and the allowance for loan losses shown on the balance sheets in MCBFCFB’s Reports for periods ending after December 31, 2002such date, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge CFFG’s/CFB’s joint Disclosure Letter details CFB’s calculation of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the its allowance for loan losses under GAAPas of March 31, 2009.

Loan Portfolio; Allowance for Loan Losses. (i) With respect to each Loan owned by MCBF PFSB or its Subsidiaries in whole or in part: (A) The note and the related security documents are each legal, valid and binding obligations of the maker or obligor thereof, enforceable against such maker or obligor in accordance with their terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles; (B) neither MCBF PFSB nor any of its Subsidiaries, nor any prior holder of a Loan, has modified the note or any of the related security documents in any material respect or satisfied, canceled or subordinated the note or any of the related security documents except as otherwise disclosed by documents in the applicable Loan file; (C) MCBF PFSB or a Subsidiary of MCBF PFSB is the sole holder of legal and beneficial title to each Loan (or MCBF’s PFSB's or its Subsidiary’s 's applicable participation interest, as applicable), except as otherwise referenced on the books and records of MCBF PFSB or a Subsidiary of MCBFPFSB; (D) the original note and the related security documents are included in the Loan files, and copies of any documents in the Loan files are true and correct copies of the documents they purport to be and have not been suspended, amended, modified, canceled or otherwise changed except as otherwise disclosed by documents in the applicable Loan file; and (E) with respect to a Loan held in the form of a participation, the participation documentation is legal, valid, binding and enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ ' rights and to general equity principles. (ii) Neither the terms of any Loan, any of the documentation for any Loan, the manner in which any Loans have been administered and serviced, nor MSB’s PFSB's practices of approving or rejecting Loan applications, violate any federal, state, or local law, rule or regulation applicable thereto, including, without limitation, the Truth In Lending Act, Regulations O and Z of the Federal Reserve Board, the CRA, the Equal Credit Opportunity Act, and any state laws, rules and regulations relating to consumer protection, installment sales and usury. (iii) The allowance for loan losses reflected in MCBF’s PFSB's audited balance sheet at December 31September 30, 2002 2001 was, and the allowance for loan losses shown on the balance sheets in MCBF’s PFSB's Reports for periods ending after December 31September 30, 20022001, in the opinion of management, was or will be adequate, as of the dates thereof, under GAAP. MCBF has no knowledge of any fact which is likely to require a future material increase in the provision for loan losses or a material decrease in the allowance for loan losses under GAAP.