Common use of Loan Portfolio and OREO Clause in Contracts

Loan Portfolio and OREO. (a) Except as set forth in Subsection 4.22(a) of the PRB Disclosure Schedule, PRB is not a party to any written or oral Loans which, as of December 31, 2013 or the date hereof, were 90 days or more delinquent in the payment of principal or interest or, to the knowledge of PRB, with respect to which any of the obligors thereunder was in default of any other provisions of its respective Loan agreements or related documents, except for matters that would, under PRB’s Loan policies, as consistently applied, be reasonably considered immaterial. (b) PRB has disclosed to FFI (i) all of the Loans that, as of December 31, 2013 or the date hereof, were classified by PRB as “Troubled Debt Restructure,” “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the outstanding principal amount of each such Loan and the identity of each borrower thereunder, (ii) by Loan category (i.e., commercial, commercial real estate, construction and land development, consumer, etc.), all of the other Loans of PRB that, as of December 31, 2013 or the date hereof, were classified as such, together with the aggregate principal amount of each of such Loans by category, and (iii) each asset owned by PRB that, as of December 31, 2013 or the date hereof, was classified as “Other Real Estate Owned”, it being understood and agreed that the Loans referenced in clauses (i) and (ii) and the assets referenced in clause (iii) of this sentence include any Loans and assets so classified by the FDIC or the HDFI.

Loan Portfolio and OREO. (a) Except as set forth in Subsection 4.22(a) of The Company has disclosed to the PRB Disclosure Schedule, PRB is not a party to any written Purchasers or oral Loans which, their representatives the following information as of December 31, 2013 or the date hereof, were 90 days or more delinquent in the payment of principal or interest or, to the knowledge of PRB, with respect to which any of the obligors thereunder was in default of any other provisions of its respective Loan agreements or related documents, except for matters that would, under PRB’s Loan policies, as consistently applied, be reasonably considered immaterial. (b) PRB has disclosed to FFI 2011: (i) all of the Loans that, as of December 31, 2013 each Loan made by it or the date hereof, were Bank with a remaining principal balance exceeding $1,000,000 that was classified by PRB the Company or the Bank as “Troubled Debt Restructure,” “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the outstanding principal amount of and the accrued and unpaid interest on each such Loan Loan, as of December 31, 2011, and the identity of each borrower the borrowers thereunder, (ii) the aggregate amount of the other Loans, by category of Loan category (i.e., commercial, commercial real estate, construction and land development, and consumer, etc.), all of made by the other Loans of PRB Company or the Bank that, as of December 31, 2013 or the date hereof2011, were classified as such, together with the aggregate principal amount of each of such Loans by categoryand aggregate accrued and unpaid interest thereon, and (iii) each asset owned by PRB that, as of December 31, 2013 the Company or the date hereof, Bank that was classified as “Other Real Estate Owned”” and the book value thereof, it being understood and agreed that the Loans referenced in clauses (i) and (ii) and the assets referenced in clause (iii) of this sentence include are inclusive of any Loans and assets so classified by any Governmental Entity. Except as set forth in Section 4.20(a) of the FDIC Company Disclosure Schedule, since December 31, 2011, there has been not been a material change in the value of such loans or REO that remain on the Company’s books or a material increase in the amount of such loans or REO. (b) Each Loan in the Bank’s loan portfolio as of December 31, 2011 (a) is evidenced by notes, agreements or other evidences of Indebtedness that are true, genuine and what they purport to be, (b) to the extent carried on the books and records as a secured Loan, is secured by valid Liens which have been perfected and (c) is the legal, valid and binding obligation of the obligor named therein, 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 equitable principles. Each Loan in the Bank’s loan portfolio as of December 31, 2011 to the extent carried on the books and records as a secured Loan, is secured by valid Liens which have been perfected, except for Loans not secured by a deed of trust or mortgage that would not individually or in the aggregate have a Material Adverse Effect with respect to the Company or the HDFIBank. (c) The allowance for loan and lease losses (the “ALLL”) of the Company and the Bank is in compliance in all material respects with the Company’s existing methodology for determining the adequacy of its ALLL and is believed to be adequate as provided under the standards established by applicable Governmental Entities and the Financial Accounting Standards Board. (d) Except as disclosed in Section 4.20(d) of the Company Disclosure Schedule, since January 1, 2010, no Person has made a written demand or written request on the Company or the Bank that either of them repurchase a loan sold or transferred by the Company or the Bank. (e) Except as disclosed in Section 4.20(e) of the Company Disclosure Schedule, neither the Company nor the Bank has contingent liabilities for the potential repurchase of loans sold to any third party that either individually or in the aggregate exceeds $1,000,000.

Loan Portfolio and OREO. (a) Except as set forth in Subsection 4.22(a) of the PRB Disclosure Schedule, PRB is not a party to any written or oral Loans which, as of December 31, 2013 or the date hereof, were 90 days or more delinquent in the payment of principal or interest or, to the knowledge of PRB, with respect to which any of the obligors thereunder was in default of any other provisions of its respective Loan agreements or related documents, except for matters that would, under PRB’s Loan policies, as consistently applied, be reasonably considered immaterial. (b) PRB The Company has disclosed to FFI the Purchasers or their representatives the following information as of March 31, 2011: (i) all of the Loans that, as of December 31, 2013 each Loan made by it or the date hereof, were Bank with a remaining principal balance exceeding $1,000,000 that was classified by PRB the Company or the Bank as “Troubled Debt Restructure,” “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the outstanding principal amount of and the accrued and unpaid interest on each such Loan Loan, as of March 31, 2011, and the identity of each borrower the borrowers thereunder, (ii) the aggregate amount of the other Loans, by category of Loan category (i.e., commercial, commercial real estate, construction and land development, and consumer, etc.), all of made by the other Loans of PRB Company or the Bank that, as of December March 31, 2013 or the date hereof2011, were classified as such, together with the aggregate principal amount of each of such Loans by categoryand aggregate accrued and unpaid interest thereon, and (iii) each asset owned by PRB that, as of December 31, 2013 the Company or the date hereof, Bank that was classified as “Other Real Estate Owned”” and the book value thereof, it being understood and agreed that the Loans referenced in clauses (i) and (ii) and the assets referenced in clause (iii) of this sentence include are inclusive of any Loans and assets so classified by any Governmental Entity. Except as set forth in Section 4.20(a) of the FDIC Company Disclosure Schedule, since March 31, 2011, there has been not been a material change in the value of such loans or REO that remain on the Company’s books or a material increase in the amount of such loans or REO. (b) Each Loan in the Bank’s loan portfolio as of March 31, 2011 (a) is evidenced by notes, agreements or other evidences of Indebtedness that are true, genuine and what they purport to be, (b) to the extent carried on the books and records as a secured Loan, is secured by valid Liens which have been perfected and (c) is the legal, valid and binding obligation of the obligor named therein, 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 equitable principles. Each Loan in the Bank’s loan portfolio as of March 31, 2011 to the extent carried on the books and records as a secured Loan, is secured by valid Liens which have been perfected, except for Loans not secured by a deed of trust or mortgage that would not individually or in the aggregate have a Material Adverse Effect with respect to the Company or the HDFIBank. (c) The allowance for loan and lease losses (the “ALLL”) of the Company and the Bank is in compliance in all material respects with the Company’s existing methodology for determining the adequacy of its ALLL and is believed to be adequate as provided under the standards established by applicable Governmental Entities and the Financial Accounting Standards Board. (d) Except as disclosed in Section 4.20(d) of the Company Disclosure Schedule, since January 1, 2010, no Person has made a written demand or written request on the Company or the Bank that either of them repurchase a loan sold or transferred by the Company or the Bank. (e) Except as disclosed in Section 4.20(e) of the Company Disclosure Schedule, neither the Company nor the Bank has contingent liabilities for the potential repurchase of loans sold to any third party that either individually or in the aggregate exceeds $1,000,000.

Loan Portfolio and OREO. (a) Except as set forth in Subsection 4.22(aSection 5.15(a) of the PRB FFI Disclosure Schedule, PRB FFB is not a party to any written or oral Loans whichwith respect to which the obligor, as of December 31, 2013 2010 or the date hereof, were was over 90 days or more delinquent in the payment of principal or interest or, to the knowledge of PRBFFI, with respect to which any of the obligors thereunder was in default of any other provisions of its respective Loan agreements or related documents, except for matters that would, under PRB’s Loan policies, as consistently applied, would be reasonably considered immaterial. (b) PRB . FFB has disclosed to FFI DCB (i) all of the Loans that, as of December 31, 2013 2010 or the date hereof, were classified by PRB FFB as “Troubled Debt Restructure,” “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the outstanding principal amount of on each such Loan and the identity of each the borrower thereunder, (ii) by category of Loan category (i.e., commercial, commercial real estate, construction and land development, consumer, etc.), all of the other Loans of PRB FFB that, as of December 31, 2013 2010 or the date hereof, were classified as such, together with the aggregate principal amount of each of such Loans by category, and (iii) each asset owned by PRB FFB that, as of December 31, 2013 2010 or the date hereof, was classified as “Other Real Estate Owned”” and the book value thereof, it being understood and agreed that the Loans referenced in clauses (i) and (ii) and the assets referenced in clause (iii) of this sentence include any Loans and assets so classified by the FDIC or the HDFIany Governmental Entity.

Loan Portfolio and OREO. (a) Except as set forth in Subsection Section 4.22(a) of the PRB DCB Disclosure Schedule, PRB DCB is not a party to any written or oral Loans whichwith respect to which the obligor, as of December 31, 2013 2010 or the date hereof, were was over 90 days or more delinquent in the payment of principal or interest or, to the knowledge of PRBDCB, with respect to which any of the obligors thereunder was in default of any other provisions of its respective Loan agreements or related documents, except for matters that would, under PRB’s Loan policies, as consistently applied, would be reasonably considered immaterial. (b) PRB . DCB has disclosed to FFI (i) all of the Loans that, as of December 31, 2013 2010 or the date hereof, were classified by PRB DCB as “Troubled Debt Restructure,” “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the outstanding principal amount of on each such Loan and the identity of each the borrower thereunder, (ii) by category of Loan category (i.e., commercial, commercial real estate, construction and land development, consumer, etc.), all of the other Loans of PRB DCB that, as of December 31, 2013 2010 or the date hereof, were classified as such, together with the aggregate principal amount of each of such Loans by category, and (iii) each asset owned by PRB DCB that, as of December 31, 2013 2010 or the date hereof, was classified as “Other Real Estate Owned”” and the book value thereof, it being understood and agreed that the Loans referenced in clauses (i) and (ii) and the assets referenced in clause (iii) of this sentence include any Loans and assets so classified by the FDIC or the HDFIany Governmental Entity.