Common use of Operating Functions Clause in Contracts

Operating Functions. Malvern shall cooperate with First Bank in connection with planning for the efficient and orderly combination of the Parties and the operation of First Bank and Malvern, and in preparing for the consolidation of appropriate operating functions to be effective at the Effective Time or such later date as First Bank may decide. Malvern shall take any action First Bank may reasonably request prior to the Effective Time to facilitate the combination of the operations of Malvern with First Bank. Each Party shall cooperate with the other Party in preparing to execute after the Effective Time conversion or consolidation of systems and business operations generally (including by entering into customary confidentiality, non- disclosure and similar agreements with such service providers and/or the other party). Without limiting the foregoing, upon at least forty-eight (48) hours’ advance written notice to Malvern, (i) Malvern shall provide office space (and other reasonably requested support and assistance) in connection with the foregoing, and (ii) senior officers of Malvern and First Bank shall meet from time to time as Malvern or First Bank may reasonably request to review the financial and operational affairs of Malvern, and Malvern shall give due consideration to First Bank’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, (a) First Bank shall not under any circumstance be permitted to exercise control of Malvern or any other Malvern Subsidiaries prior to the Effective Time, (b) Malvern shall not be under any obligation to act in a manner that could reasonably be deemed to constitute anti-competitive behavior under federal or state antitrust Laws, (c) Malvern shall not be required to agree to any obligation or input that is not contingent upon the consummation of the Merger and (d) any such access or meetings shall be held or conducted during normal business hours and shall not interfere unnecessarily with normal operations of Malvern.

Operating Functions. Malvern Seller and Seller Sub shall cooperate with First Bank Acquiror and Acquiror Sub in connection with planning for the efficient and orderly combination of the Parties parties and the operation of First the Subsidiary Surviving Bank and Malvernafter the Subsidiary Merger, and in preparing for the consolidation of appropriate operating functions to be effective at on the Effective Time Closing Date or such later date as First Bank Acquiror may decide. Malvern Seller shall take any action First Bank Acquiror may reasonably request prior to the Effective Time to facilitate the combination of the operations of Malvern Seller Sub with First Bank. Each Party shall cooperate with the other Party in preparing to execute after the Effective Time conversion or consolidation of systems and business operations generally (including by entering into customary confidentiality, non- disclosure and similar agreements with such service providers and/or the other party)Acquiror Sub. Without limiting the foregoing, upon at least forty-eight (48) hours’ advance written notice to Malvern, (i) Malvern Seller shall provide office space and support services (and other reasonably requested support and assistance) in connection with the foregoing, and (ii) senior officers of Malvern Seller and First Bank Acquiror shall meet from time to time as Malvern Seller or First Bank Acquiror may reasonably request request, to review the financial and operational affairs of MalvernSeller and Seller Sub, and Malvern Seller shall give due consideration to First BankAcquiror’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, (ai) First Bank neither Acquiror nor Acquiror Sub shall not under any circumstance be permitted to exercise control of Malvern Seller, Seller Sub or any of Seller’s other Malvern Subsidiaries prior to the Effective Time, (bii) Malvern neither Seller nor any of its Subsidiaries shall not be under any obligation to act in a manner that could reasonably be deemed to constitute anti-competitive behavior under federal or state antitrust Laws, laws and (ciii) Malvern neither Seller nor any of its Subsidiaries shall not be required to agree to any material obligation or input that is not contingent upon the consummation of the Merger and (d) any such access or meetings shall be held or conducted during normal business hours and shall not interfere unnecessarily with normal operations of MalvernMerger.

Operating Functions. Malvern Reliance and Reliance Bank shall cooperate with First Simmons and Xxxxxxx Bank in connection with planning for the efficient and orderly combination of the Parties and the operation of First Bank and Malvernthe Surviving Entity, and in preparing for the consolidation of appropriate operating functions to be effective at the Effective Time or such later date as First Bank Simmons may decide. Malvern Reliance shall take any action First Bank Simmons may reasonably request prior to the Effective Time to facilitate the combination of the operations of Malvern Reliance with First BankSimmons. Each Party shall cooperate with the other Party in preparing to execute after the Effective Time conversion or consolidation of systems and business operations generally (including by entering into customary confidentiality, non- non-disclosure and similar agreements with such service providers and/or the other party). Without limiting the foregoing, upon at least forty-eight (48) hours’ advance written notice to Malvern, (i) Malvern Reliance shall provide office space and support services (and other reasonably requested support and assistance) in connection with the foregoing, and (ii) senior officers of Malvern Reliance and First Bank Simmons shall meet from time to time as Malvern Reliance or First Bank Simmons may reasonably request to review the financial and operational affairs of MalvernReliance and Reliance Bank, and Malvern Reliance shall give due consideration to First Bank’s Simmons’ input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, (a) First neither Simmons nor Xxxxxxx Bank shall not under any circumstance be permitted to exercise control of Malvern Reliance, Reliance Bank or any other Malvern Reliance Subsidiaries prior to the Effective Time, (b) Malvern neither Reliance nor any Reliance Bank shall not be under any obligation to act in a manner that could reasonably be deemed to constitute anti-competitive behavior under federal or state antitrust Laws, and (c) Malvern neither Reliance nor Reliance Bank shall not be required to agree to any material obligation or input that is not contingent upon the consummation of the Merger and (d) Merger. In addition, Reliance shall cooperate with Simmons’ reasonable requests in connection with the redemption of any such access or meetings shall be held or conducted during normal business hours and shall not interfere unnecessarily with normal operations of MalvernReliance Capital Stock.

Operating Functions. Malvern Xxxxxxx and Landmark Bank shall cooperate with First Xxxxxxx and Xxxxxxx Bank in connection with planning for the efficient and orderly combination of the Parties and the operation of First Xxxxxxx Bank and MalvernLandmark Bank, and in preparing for the consolidation of appropriate operating functions to be effective at the Effective Time or such later date as First Bank Simmons may decide. Malvern Xxxxxxx shall take any action First Bank Simmons may reasonably request prior to the Effective Time to facilitate the combination of the operations of Malvern Xxxxxxx with First BankSimmons. Each Party shall cooperate with the other Party in preparing to execute after the Effective Time conversion or consolidation of systems and business operations generally (including by entering into customary confidentiality, non- non-disclosure and similar agreements with such service providers and/or the other party). Without limiting the foregoing, upon at least forty-eight (48) hours’ advance written notice to Malvern, (i) Malvern Xxxxxxx shall provide office space and support services (and other reasonably requested support and assistance) in connection with the foregoing, and (ii) senior officers of Malvern Xxxxxxx and First Bank Simmons shall meet from time to time as Malvern Xxxxxxx or First Bank Simmons may reasonably request to review the financial and operational affairs of MalvernXxxxxxx and Landmark Bank, and Malvern Xxxxxxx shall give due consideration to First Bank’s Simmons’ input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, (a) First neither Simmons nor Xxxxxxx Bank shall not under any circumstance be permitted to exercise control of Malvern Xxxxxxx, Landmark Bank or any other Malvern Xxxxxxx Subsidiaries prior to the Effective Time, (b) Malvern neither Xxxxxxx nor any Landmark Bank shall not be under any obligation to act in a manner that could reasonably be deemed to constitute anti-competitive behavior under federal or state antitrust Laws, and (c) Malvern neither Xxxxxxx nor Landmark Bank shall not be required to agree to any material obligation or input that is not contingent upon the consummation of the Merger and (d) Merger. In addition, Xxxxxxx shall cooperate with Simmons’ reasonable requests in connection with the redemption of any such access or meetings shall be held or conducted during normal business hours and shall not interfere unnecessarily with normal operations of MalvernXxxxxxx Capital Stock.

Operating Functions. Malvern Delanco shall cooperate with First Bank in connection with planning for the efficient and orderly combination of the Parties and the operation of First Bank and MalvernDelanco, and in preparing for the consolidation of appropriate operating functions to be effective at the Effective Time or such later date as First Bank may decide. Malvern Delanco shall take any action First Bank may reasonably request prior to the Effective Time to facilitate the combination of the operations of Malvern Delanco with First Bank. Each Party shall cooperate with the other Party in preparing to execute after the Effective Time conversion or consolidation of systems and business operations generally (including by entering into customary confidentiality, non- non-disclosure and similar agreements with such service providers and/or the other party). Without limiting the foregoing, upon at least forty-eight (48) hours’ advance written notice to Malvern, (i) Malvern Delanco shall provide office space and support services (and other reasonably requested support and assistance) in connection with the foregoing, and (ii) senior officers of Malvern Delanco and First Bank shall meet from time to time as Malvern Delanco or First Bank may reasonably request to review the financial and operational affairs of MalvernDelanco, and Malvern Delanco shall give due consideration to First Bank’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, (a) First Bank shall not under any circumstance be permitted to exercise control of Malvern Delanco or any other Malvern Delanco Subsidiaries prior to the Effective Time, (b) Malvern Delanco shall not be under any obligation to act in a manner that could reasonably be deemed to constitute anti-competitive behavior under federal or state antitrust Laws, and (c) Malvern Delanco shall not be required to agree to any material obligation or input that is not contingent upon the consummation of the Merger and (d) any such access or meetings shall be held or conducted during normal business hours and shall not interfere unnecessarily with normal operations of MalvernMerger.

Operating Functions. Malvern PLFC and PLFC Bank shall cooperate with First WSFS and WSFS Bank in connection with planning for the efficient and orderly combination of the Parties and the operation of First WSFS Bank and Malvern(including the former operations of PLFC Bank) after the Bank Merger, and in preparing for the consolidation of appropriate operating functions to be effective at the Effective Time or such later date as First Bank WSFS may decide. Malvern PLFC shall take any action First Bank WSFS may reasonably request prior to the Effective Time to facilitate the combination of the operations of Malvern PLFC with First BankWSFS. Each Party shall cooperate with the other Party in preparing to execute after the Effective Time conversion or consolidation of systems and business operations generally (including by entering into customary confidentiality, non- non-disclosure and similar agreements with such service providers and/or the other party). Without limiting the foregoing, upon at least forty-eight (48) hours’ advance written notice to Malvern, (i) Malvern shall provide office space (and other reasonably requested support and assistance) in connection with the foregoing, and (ii) senior officers of Malvern PLFC and First Bank WSFS shall meet from time to time as Malvern PLFC or First Bank WSFS may reasonably request to review the financial and operational affairs of MalvernPLFC and PLFC Bank, and Malvern PLFC shall give due consideration to First BankWSFS’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, (a) First neither WSFS nor WSFS Bank shall not under any circumstance be permitted permitted, directly or indirectly, to exercise control of Malvern PLFC, PLFC Bank or any other Malvern PLFC Subsidiaries prior to the Effective Time, (b) Malvern neither PLFC nor PLFC Bank shall not be under any obligation to act in a manner that could reasonably be deemed to constitute anti-competitive behavior under federal or state antitrust Laws, and (c) Malvern neither PLFC nor PLFC Bank shall not be required to agree to any material obligation or input that is not contingent upon the consummation of the Merger and (d) any such access or meetings shall be held or conducted during normal business hours and shall not interfere unnecessarily with normal operations of MalvernMerger.

Operating Functions. Malvern IAB and IAB Bank shall cooperate with First BCB and BCB Bank in connection with planning for the efficient and orderly combination of the Parties and the operation of First BCB Bank and Malvern(including the former operations of IAB Bank) after the Bank Merger, and in preparing for the consolidation of appropriate operating functions to be effective at the Effective Time or such later date as First Bank BCB may decide. Malvern IAB shall take any action First Bank BCB may reasonably request prior to the Effective Time to facilitate the combination of the operations of Malvern IAB with First BankBCB. Each Party shall cooperate with the other Party in preparing to execute at or after the Effective Time conversion or consolidation of systems and business operations generally (including by entering into customary confidentiality, non- non-disclosure and similar agreements with such service providers and/or the other party). Without limiting the foregoing, upon at least forty-eight (48) hours’ advance written notice to Malvern, (i) Malvern shall provide office space (and other reasonably requested support and assistance) in connection with the foregoing, and (ii) senior officers of Malvern IAB and First Bank BCB shall meet from time to time as Malvern IAB or First Bank BCB may reasonably request to review the financial and operational affairs of MalvernIAB and IAB Bank, and Malvern IAB shall give due consideration to First Bank’s BCB's input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, : (a) First neither BCB nor BCB Bank shall not under any circumstance be permitted to exercise control of Malvern IAB, IAB Bank or any other Malvern IAB Subsidiaries prior to the Effective Time, ; (b) Malvern neither IAB nor IAB Bank shall not be under any obligation to act in a manner that could reasonably be deemed to constitute anti-competitive behavior under federal or state antitrust Laws; and, (c) Malvern neither IAB nor IAB Bank shall not be required to agree to any material obligation or input that is not contingent upon the consummation of the Merger and (d) any such access or meetings shall be held or conducted during normal business hours and shall not interfere unnecessarily with normal operations of MalvernMerger.

Operating Functions. Malvern Each Seller Party shall cooperate with First Bank Acquiror in connection with planning for the efficient and orderly combination of the Parties parties and the operation of First Acquiror (including the former operations of Centennial Bank) after the Bank and MalvernMerger, and in preparing for the consolidation of appropriate operating functions to be effective at on the Effective Time Date or such later date as First Bank Acquiror may decide. Malvern Centennial Bank shall take any action First Bank Acquiror may reasonably request prior to the Effective Time to facilitate the combination of the operations of Malvern Centennial Bank with First Bank. Each Party shall cooperate with the other Party in preparing to execute after the Effective Time conversion or consolidation of systems and business operations generally (including by entering into customary confidentiality, non- disclosure and similar agreements with such service providers and/or the other party)Acquiror. Without limiting the foregoing, upon at least forty-eight (48) hours’ advance written notice to Malvern, (i) Malvern Centennial Bank shall provide office space and support services (and other reasonably requested support and assistance) in connection with the foregoing, and (ii) senior officers of Malvern Centennial Bank and First Bank Acquiror shall meet from time to time as Malvern Centennial Bank or First Bank Acquiror may reasonably request to review the financial and operational affairs of MalvernCentennial Bank, and Malvern Centennial Bank shall give due consideration to First BankAcquiror’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, (a) First Bank Acquiror shall not under any circumstance be permitted to exercise control of Malvern Centennial Bank or any other Malvern Subsidiaries Seller Party prior to the Effective Time, (b) Malvern neither Centennial Bank nor any of the other Seller Parties shall not be under any obligation to act in a manner that could reasonably be deemed to constitute anti-competitive behavior under federal or state antitrust Lawslaws, and (c) Malvern neither Centennial Bank nor any of the Seller Parties shall not be required to agree to any material obligation or input that is not contingent upon the consummation of the Merger and (d) any such access or meetings shall be held or conducted during normal business hours and shall not interfere unnecessarily with normal operations of MalvernBank Merger.