Notification to Branch Office Customers. Buyer shall: (a) jointly with Seller, as soon as practicable after the execution and delivery of this Agreement and in compliance with applicable law, prepare and mail to each depositor whose Deposit is to be assumed by Buyer, a letter, in a form and manner to be mutually agreed upon by the parties in a timely manner, informing such depositor of the nature of such transaction and the continuing availability of services to be provided by the Buyer in the Branch Office on and after the Closing Date; (b) at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms to each customer having such an account so as to be received by such customer on or about the Closing Date, each such document to be encoded with Buyer’s identification numbers and to be accompanied by Buyer’s letter, in form and substance satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s Deposit account maintained at the Branch Office and that any such existing documents of Seller are to be destroyed; and (c) take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office or residents of the community in which the Branch Office is located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-pocket cost of the mailings required by subsections (a) and (b) of this section shall be borne by Buyer.
Appears in 2 contracts
Samples: Branch Purchase and Assumption Agreement (Cecil Bancorp Inc), Branch Purchase and Assumption Agreement (Howard Bancorp Inc)
Notification to Branch Office Customers. Buyer shall:
(a) jointly with Seller, as soon as practicable after the execution and delivery of this Agreement Agreement, regulatory applications filed pursuant to Section 6.01 hereof are deemed complete by the applicable regulators and in compliance with applicable law, prepare and mail to each depositor whose Deposit is to be assumed by Buyer, a letter, in a form and manner to be mutually agreed upon by the parties in a timely manner, informing such depositor of the nature of such transaction and the continuing availability of services to be provided by the Buyer in the Branch Office on and after the Closing Date;
(b) at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms to each customer having such an account so as to be received by such customer on or about the Closing Date, each such document to be encoded with Buyer’s identification numbers and to be accompanied by Buyer’s letter, in form and substance satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s Deposit account maintained at the Branch Office and that any such existing documents of Seller are to be destroyed; and
(c) take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office or residents of the community in which the Branch Office is located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-pocket cost of the mailings required by subsections (a) and (b) of this section shall be borne by Buyer.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Howard Bancorp Inc)
Notification to Branch Office Customers. Buyer shall:
(a) jointly with Seller, as soon as practicable after the execution and delivery of this Agreement and in compliance with applicable lawAgreement, prepare and mail to each depositor whose Deposit is to be assumed by Buyer, a letter, in a form and manner substance mutually satisfactory to be mutually agreed upon by the parties in a timely mannerparties, informing such depositor of the nature of such transaction and the continuing availability of services to be provided by the Buyer in the Branch Office Offices on and after the Closing Date;
(b) at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms to each customer having such an account so as to be received by such customer on or about within three (3) days prior to the Closing Date, each such document to be encoded with Buyer’s 's identification numbers and to be accompanied by Buyer’s 's letter, in form and substance satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s 's Deposit account maintained at the Branch Office Offices, and that any such existing documents of Seller are to be destroyed; and
(c) take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office Offices or residents of the community communities in which the Branch Office is Offices are located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-pocket cost of the mailings required by subsections (a) and (b) of this section shall be borne by Buyer.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Gold Banc Corp Inc)
Notification to Branch Office Customers. Buyer shall:
(a) jointly Not later than five (5) business days after the date of this Agreement, Buyer and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with this Section and (ii) the mailing file requirements of Buyer in connection with such customer notifications.
(b) Not later than thirty (30) calendar days nor earlier than one hundred twenty (120) calendar days prior to the Closing Date (except as otherwise required by applicable law):
(i) Buyer shall, together with Seller, as soon as practicable after the execution and delivery of this Agreement and in compliance with applicable lawAgreement, prepare and mail to each depositor whose Deposit is to be assumed by Buyer, a letter, in a form and manner substance mutually satisfactory to be mutually agreed upon by the parties in a timely mannerparties, informing such depositor of the nature of such transaction and the continuing availability of services to be provided by the Buyer in the applicable Branch Office on and after the Closing Date;. The out-of-pocket cost of the mailings required by this subsection (i) shall be borne by Buyer.
(bii) Buyer, at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms to each customer having such an account so as to be received by such customer on or about the Closing Date, each such document to be encoded with Buyer’s identification numbers and to be accompanied by Buyer’s letter, in form and substance reasonably satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s Deposit account maintained at the applicable Branch Office Office, and that any such existing documents of Seller are to be destroyed; and. The out-of-pocket cost of the mailings required by subsection (b) shall be borne by Buyer.
(ciii) Buyer and Seller shall take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office Offices or residents of the community communities in which the Branch Office is Offices are located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-pocket cost No communications by Buyer, and no communications by Seller outside the ordinary course of business, to any customers or depositors of the mailings required Branch Offices as such shall be made prior to the Closing Date except as provided in this Agreement or otherwise agreed to by the parties in writing, not to be unreasonably withheld, conditioned or delayed in the case of communications compliant with applicable law.
(iv) Following the giving of any notice described in subsections (ab)(i) and (bb)(ii) above, Buyer and Seller shall deliver to each new customer at any of the Branch Offices such notice or notices as may be reasonably necessary to notify such new customers of Buyer’s pending assumption of Deposit accounts and acquisition of Loans and to comply with applicable law. A party proposing to send or publish any notice or communication pursuant to this section Section 9.02(b) shall furnish to the other party a copy of the proposed form of such notice or communication at least five (5) business days in advance of the proposed date of mailing, posting, or other dissemination of such form to customers, and shall not unreasonably refuse to amend such notice to incorporate any changes that the other such party proposes as necessary to comply with applicable law. Seller shall have the right to add customer transition information to any customer notifications to be sent by Buyer pursuant to this Section and such information may, at Seller’s option, be included either directly in Buyer’s notification or in an additional insert that shall accompany the applicable Buyer notification. Any customer notifications sent by Buyer pursuant to this Section shall only include the last four digits of any account number of Seller or other masking technique mutually agreed upon by the parties. All costs and expenses of any notice or communication sent or published by Buyer or Seller shall be borne the responsibility of the party sending such notice or communication and all costs and expenses of any joint notice or communication shall be shared equally by Seller and Buyer exclusive of any such mailing as required by Section 9.02(b)(i). As soon as reasonably practicable after the date hereof, Seller shall provide to Buyer a report of the names and addresses of the owners of the Deposits, the borrowers on the Loans and the lessees of the safe deposit boxes as of a recent date hereof in connection with the mailing of such materials and Seller shall provide updates to such report at reasonable intervals thereafter upon the reasonable request of Buyer from time to time. No communications by Buyer, and no communications by Seller outside the ordinary course of business, to any such owners, borrowers, customers or lessees as such shall be made prior to the Closing Date except as provided in this Agreement or otherwise agreed to by the parties in writing, not to be unreasonably withheld, conditioned or delayed in the case of communications compliant with applicable law.
(c) Following the giving of any notice described in Section 9.02(b), Buyer and Seller shall deliver to each new customer at any of the Branch Offices such notice or notices as may be reasonably necessary to notify such new customers of Buyer’s pending assumption of liability for the Deposits and to comply with applicable law.
(d) Neither Buyer nor Seller shall object to the use, by depositors of the Deposits, of payment orders or cashier’s checks issued to or ordered by such depositors on or prior to the Closing Date, which payment orders bear the name, or any logo, trademark, service xxxx or the proprietary xxxx of Seller.
(e) Buyer shall notify Deposit account customers and Loan account customers that, upon the expiration of a post-Closing processing period, which shall be one hundred eighty (180) calendar days after the Closing Date, any items that are drawn on Seller shall not thereafter be honored by Seller. Such notice shall be given by delivering written instructions to such effect to such Deposit account customers and Loan account customers in accordance with this Section.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Limestone Bancorp, Inc.)
Notification to Branch Office Customers. Buyer shall:
(a) Purchaser shall, jointly with Seller, as soon as reasonably practicable after the execution and delivery of this Agreement and in compliance with applicable lawAgreement, prepare and mail to each depositor whose Deposit Liability account is to be assumed by BuyerPurchaser, a letter, in a form and manner substance mutually satisfactory to be mutually agreed upon by the parties in a timely mannerparties, informing each such depositor of the nature of such transaction the transactions contemplated by this Agreement and the continuing availability of services to be provided by the Buyer Purchaser in the Branch Office Branches on and after the Closing Date;.
(b) Purchaser shall, at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders customer checks and all other requisite banking transactional forms for each Deposit Liability account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders customer checks and other banking transactional forms to each customer having such an account so as to be received by such customer on or about before three (3) days prior to the Closing Date, each such document to be encoded with Buyer’s Purchaser's identification numbers and to be accompanied by Buyer’s Purchaser's letter, in form and substance reasonably satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders customer checks and other banking transactional forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s 's Deposit account maintained at the Branch Office Liability account, and that any such existing documents of Seller are to be destroyed; and.
(c) Purchaser shall take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office Branches or residents of the community communities in which the Branch Office is Branches are located of the transfers purchase and assumptions occurring pursuant to assumption transactions contemplated by this Agreement. The out-of-pocket cost of the mailings required by subsections (a) and (b) of this section Section 12.1 shall be borne by BuyerPurchaser.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (Independent Bank Corp /Mi/)
Notification to Branch Office Customers. Buyer shall:
(a) jointly with Seller, as soon as practicable after the execution and delivery of this Agreement and in compliance with applicable lawAgreement, prepare and mail to each depositor whose Deposit is to be assumed by Buyer, a letter, in a form and manner substance mutually satisfactory to be mutually agreed upon by the parties in a timely mannerparties, informing such depositor of the nature of such transaction and the continuing availability of services to be provided by the Buyer in the Branch Office on and after the Closing Date;
(b) at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms to each customer having such an account so as to be received by such customer on or about the Closing Date, each such document to be encoded with Buyer’s 's identification numbers and to be accompanied by Buyer’s 's letter, in form and substance satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s 's Deposit account maintained at the Branch Office Office, and that any such existing documents of Seller are to be destroyed; and
(c) take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office or residents of the community communities in which the Branch Office is located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-of- pocket cost of the mailings required by subsections (a) and (b) of this section shall be borne by Buyer.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Jacksonville Bancorp Inc)
Notification to Branch Office Customers. Buyer shall:: ------------ ---------------------------------------
(a) jointly with Seller, as soon as practicable after receipt of all consents and approvals of regulatory authorities required in connection with the execution purchase and delivery of assumption transaction contemplated by this Agreement and in compliance with applicable lawAgreement, prepare and mail to each depositor whose Deposit is to be assumed by Buyercustomer of the Branch Office, a letterletter on the letterhead of Seller, in a form and manner substance mutually satisfactory to be mutually agreed upon by the parties in a timely mannerparties, informing such depositor customer of the nature of such transaction and the continuing availability of services to be provided by the Buyer in the Branch Office on and after the Closing Date;
(b) at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms to each customer having such an account so as to be received by such customer on or about the Closing Date, each such document to be encoded with Buyer’s 's identification numbers and to be accompanied by Buyer’s 's letter, in form and substance satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s 's Deposit account maintained at the Branch Office Office, and that any such existing documents of Seller are to be destroyed; and;
(c) at its own cost and expense, cause to be printed payment booklets, payment coupons and all other requisite banking transactional forms for each loan which Buyer is acquiring and mail such payment booklets, payment coupons and other forms to each customer having such a loan so as to be received by such customer on or about the Closing Date, each such document to be encoded with Buyer's identification numbers and to be accompanied by Buyer's letter, in form and substance satisfactory to Seller, advising that, from and after the Closing Date, such newly issued payment booklets, payment coupons and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer's loan maintained at the Branch Office, and that any such existing documents of Seller are to be destroyed;
(d) at its own cost and expense, cause to be provided savings account agreements for each passbook account to be assumed from Seller, if any, and as soon as practicable after the Closing, cause such accountholder(s) to execute such agreement, surrender the passbooks issued by Seller and xxxx such surrendered passbooks "Closed" in an appropriate manner;
(e) take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office or residents of the community in which the Branch Office is located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-pocket cost of the mailings required by subsections (a) and (b) of this section shall be borne by Buyer.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (HCB Bancshares Inc)
Notification to Branch Office Customers. Buyer shall:
(a) jointly with Seller, as soon as practicable after the execution and delivery of this Agreement and in compliance with applicable lawAgreement, prepare and mail to each depositor whose Deposit is to be assumed by Buyer, a letter, in a form and manner substance mutually satisfactory to be mutually agreed upon by the parties in a timely mannerparties, informing such depositor of the nature of such transaction and the continuing availability of services to be provided by the Buyer in the Branch Office on and after the Closing Date;
(b) at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms to each customer having such an account so as to be received by such customer on or about the Closing Date, each such document to be encoded with Buyer’s identification numbers and to be accompanied by Buyer’s letter, in form and substance satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s Deposit account maintained at the Branch Office Office, and that any such existing documents of Seller are to be destroyed; and
(c) take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office or residents of the community in which the Branch Office is located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-pocket cost of the mailings required by subsections (a) and (b) of this section shall be borne by Buyer.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Citizens First Corp)
Notification to Branch Office Customers. Buyer shall:: ------------ ---------------------------------------
(a) jointly with Seller, as soon as practicable within 14 days after the execution and delivery of this Agreement and in compliance with applicable lawAgreement, prepare and mail to each depositor whose Deposit is to be assumed by Buyer, and each loan customer whose Loan is to be purchased under this Agreement, a letter, in a form and manner substance mutually satisfactory to be mutually agreed upon by the parties in a timely mannerparties, informing such depositor and loan customer of the nature of such transaction and the continuing availability of services to be provided by the Buyer in at the Branch Office Offices and other branches of Buyer on and after the Closing Date;
(b) at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms to each customer having such an account so as to be received by such customer on or about the Closing Date, each such document to be encoded with Buyer’s 's identification numbers and to be accompanied by Buyer’s letter, in form and substance satisfactory to Seller, 's letter advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s 's Deposit account currently maintained at the Branch Office Offices, and that any such existing documents of Seller are to be destroyed; and
(c) take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office or residents of the community communities in which the Branch Office is located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-pocket cost of the mailings required by subsections (a) and (b) of this section shall be borne by Buyer. At Buyer's discretion and cost, Buyer may at any time after the execution and delivery of this Agreement, provide any notices to customers of the Branches that are required by Federal Reserve Regulation DD or E to permit Buyer to implement changes in terms after the Closing Date.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (First Southern Bancshares Inc/De)
Notification to Branch Office Customers. Buyer shallwill:
(a) jointly with Seller, as soon as practicable after the execution and delivery of this Agreement on a date as mutually agreed by Buyer and in compliance with applicable lawSeller, prepare and mail to each depositor whose Deposit is to be assumed by Buyer, and each borrower whose Loan is to be purchased, a letter, in a form and manner substance mutually satisfactory to be mutually agreed upon by the parties in a timely mannerparties, informing such depositor of the nature of such transaction and the continuing availability of services to be provided by the Buyer in the Branch Office Offices on and after the Closing Date;
(b) at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms forms, and ATM, check and debit cards for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms and ATM, check and debit cards to each customer having such an account so as to be received by such customer on or about within three (3) days prior to the Closing Date, each such document to be encoded with Buyer’s 's identification numbers and to be accompanied by Buyer’s 's letter, in form and substance satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms and ATM, check and debit cards are to be used instead of the corresponding existing documents of Seller with respect to the customer’s 's Deposit account maintained at the Branch Office Offices, and that any such existing documents of Seller are to be destroyed; and
(c) and take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office Offices or residents of the community communities in which the Branch Office is Offices are located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-pocket cost of the mailings required by subsections (a) and (b) of this section shall will be borne equally by BuyerBuyer and Seller.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Ames National Corp)
Notification to Branch Office Customers. Buyer shall:
(a) jointly with Sellerat its own cost and expense, as soon as practicable after the execution and delivery of this Agreement and in compliance with applicable lawAgreement, prepare (in consultation with Seller) and mail to each depositor whose Deposit is to be assumed by Buyer, a letter, in a form and manner substance mutually satisfactory to be mutually agreed upon by the parties in a timely mannerparties, informing such depositor of the nature of such transaction and the continuing availability of services to be provided by the Buyer in the Branch Office Offices on and after the Closing Date;
(b) at its own cost and expense, cause to be printed deposit tickets, checks, withdrawal orders and all other requisite banking transactional forms for each account which constitutes a Deposit and mail such deposit tickets, checks, withdrawal orders and other forms to each customer having such an account so as to be received by such customer on or about within three (3) days prior to the Closing Date, each such document to be encoded with Buyer’s identification numbers and to be accompanied by Buyer’s letter, in form and substance satisfactory to Seller, advising that, from and after the Closing Date, such newly issued deposit tickets, checks, withdrawal orders and other forms are to be used instead of the corresponding existing documents of Seller with respect to the customer’s Deposit account maintained at the Branch Office Offices, and that any such existing documents of Seller are to be destroyed; and
(c) at its own cost and expense, take any other actions required by law or regulation or by any court or regulatory authority to notify customers or depositors of the Branch Office Offices or residents of the community communities in which the Branch Office is Offices are located of the transfers and assumptions occurring pursuant to this Agreement. The out-of-pocket cost of the mailings required by subsections (a) and (b) of this section shall be borne by Buyer.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Gold Banc Corp Inc)