Common use of Regulatory Reports Clause in Contracts

Regulatory Reports. (a) Since its date of incorporation, Target Bank has filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with (i) the FDIC, (ii) the Commissioner, and (iii) any other governmental and regulatory authorities having jurisdiction over Target Bank. All such reports, registrations, statements and amendments filed by Target Bank with the FDIC, the Commissioner or other such regulatory authority are collectively referred to herein as the “Target Bank Reports.” As of their respective dates, the Target Bank Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and Target Bank has not been notified that any such Target Bank Reports were deficient as to form or content. Following the date of this Agreement, Target Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA has filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with the Federal Reserve and any other governmental or regulatory authorities having jurisdiction over PARA. All such reports, registrations, statements and amendments filed by PARA with such regulatory authorities are collectively referred to herein as the “PARA Reports.” As of their respective dates, the PARA Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA has not been notified that any such PARA Reports were deficient as to form or content. Following the date of this Agreement, PARA shall deliver to SLCT, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by PARA with any such regulatory authority.

Regulatory Reports. (a) Since January 1, 2015, Company and its date of incorporationSubsidiaries have duly and timely filed with the FRB, Target Bank has filed all the FDIC, the DIFS and any other applicable Governmental Authority, in correct form, the reports, registrations statements and statementsother documents required to be filed under applicable Laws and regulations, together with any amendments required to be made with respect thereto, that were including any report or statement required to be filed with (i) pursuant to the FDICLaws of the United States, (ii) the Commissionerany state or political subdivision, any foreign jurisdiction, or any other Governmental Authority, have been so filed, and (iii) any other governmental Company and regulatory authorities having jurisdiction over Target Bankeach of its Subsidiaries have paid all fees and assessments due and payable in connection therewith. All such reportsreports were, registrationsin all material respects, statements complete and amendments accurate and in compliance with the requirements of applicable Laws and regulations. No report, including any report filed by Target Bank with the FDIC, the Commissioner FRB, DIFS or any other such regulatory authority are collectively referred applicable Governmental Authority, and no report or offering materials made or given to herein shareholders of Company or Company Bank since January 1, 2015, as of the “Target Bank Reports.” As of their respective datesdates thereof, the Target Bank Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain contained any untrue statement of a material fact or omit omitted to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and Target Bank has not been notified that any such Target Bank Reports were deficient as to form or content. Following the date of this Agreement, Target Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each No report, registration, statement or other regulatory filing made thereafter by Target Bank, including any report filed with the FDIC, the Commissioner FRB, the DIFS or any other such regulatory authority. (b) Since its date Governmental Authority, and no report or offering materials made or given to shareholders of incorporation, PARA has filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required Company or Company Bank to be filed with or disseminated after the Federal Reserve and any other governmental or regulatory authorities having jurisdiction over PARA. All such reports, registrations, statements and amendments filed by PARA with such regulatory authorities are collectively referred to herein as the “PARA Reports.” As date of their respective dates, the PARA Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not this Agreement will contain any untrue statement of a material fact or will omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were will be made, not misleading; and, except as Previously Disclosed, PARA has not been notified that any such PARA Reports were deficient as to form or content. Following the date of this Agreement, PARA shall deliver to SLCT, simultaneously The Company Financial Statements are supported by and consistent with the filing thereofgeneral ledger and detailed trial balances of investment securities, a copy loans and commitments, depositors’ accounts and cash balances on deposit with other institutions, true and complete copies of which have been made available to Buyer. The call reports of Company Bank and the accompanying schedules as filed with the FDIC, for each reportcalendar quarter beginning with the quarter ended December 31, registration2014, statement through the Closing Date have been, and will be, prepared in accordance with applicable regulatory requirements, including applicable regulatory accounting principles and practices through periods covered by such reports. (b) Except as set forth in Company Party Disclosure Schedule 3.09(b) or where such disclosure is prohibited by applicable law, there: (A) is no written, or to the Knowledge of Company, oral unresolved violation or exception by any Governmental Authority relating to any examinations or inspections of Company or any of its Subsidiaries; (B) have been no written, or to the Knowledge of Company, oral formal or informal inquiries by, or disagreements or disputes with, any Governmental Authority with respect to Company’s or its Subsidiaries’ business, operations, policies or procedures since December 31, 2014; and (C) is not any pending or, to the Knowledge of Company, threatened, nor has any Governmental Authority indicated an intention to conduct any, investigation or review of Company or any of its Subsidiaries. Except as set forth in Company Party Disclosure Schedule 3.09(b) or where such disclosure is prohibited by applicable Law, Company Bank is not subject to any agreement, order, restriction, directive or other regulatory filing made thereafter requirement imposed by PARA with any such regulatory authoritya Governmental Authority related to its operations, activities, business or management.

Regulatory Reports. (a) Since its date of incorporation, Target Bank Holding Company and Savings Institution each has filed all reports, registrations notices and other statements, together with any amendments required to be made with respect thereto, if any, that were it was required to be filed file with (i) the FDICOTS, (ii) the Commissioner, and (iii) any other governmental and regulatory authorities having jurisdiction over Target Bank. All such reports, registrations, statements and amendments filed by Target Bank with the FDIC, the Commissioner Federal Home Loan Bank, and any other governmental agency or authority with jurisdiction over Holding Company or Savings Institution and each such report, notice and other such regulatory authority are collectively referred to herein as statement, including the “Target Bank Reports.” As of their respective datesfinancial statements, the Target Bank Reports exhibits and schedules thereto, complied in all material respects with all the relevant statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were it was filed. Holding Company has furnished to FBOP or Acquisition copies of all regulatory filings (and all related correspondence) for Holding Company and Savings Institution for the years ended December 31, 1995, 1996 and 1997 and the quarters ended March 31, 1998 and June 30, 1998, as filed with the OTS (the "Regulatory Reports"). The Regulatory Reports, including, without limitation, the provisions made therein for investments and the valuation thereof, and loan loss reserves, together with the notes thereto, fairly present the financial position, assets, liabilities, change in financial position, surplus and other funds of Holding Company and Savings Institution as of the dates thereof and the results of its operations for the periods indicated in conformity with regulatory accounting principles prescribed or permitted by law or the rules and regulations of OTS, applied on a consistent basis with prior periods, except as set forth therein. Each such Regulatory Report was in compliance with applicable law and correct in every material respect when filed and there were no material omissions therefrom. Except for liabilities and obligations disclosed or provided for in the Regulatory Reports, Savings Institution did not contain have, as of the respective dates of each such Regulatory Reports, any untrue statement of a material fact liabilities or omit obligations (whether absolute or contingent and whether due or to state a material fact become due) except for contractual liabilities arising in the ordinary course which are not required to be stated therein or necessary to make the statements therein, reflected in light of the circumstances under which they were made, not misleading; and Target Bank has not been notified that any such Target Bank Reports were deficient as to form or content. Following the date of this Agreement, Target Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA has filed all reports, registrations and financial statements, together with any amendments required to be made with respect thereto, that were required to be filed with the Federal Reserve and any other governmental or regulatory authorities having jurisdiction over PARA. All books of account of Savings Institution and each other Subsidiary fully and fairly disclose all the transactions, properties, assets, investments, liabilities and obligations of Savings Institution or the respective Subsidiary and all such reports, registrations, statements books of account are in the possession of Savings Institution or the respective Subsidiary and amendments filed by PARA with such regulatory authorities are collectively referred to herein as the “PARA Reports.” As of their respective dates, the PARA Reports complied true and complete in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA has not been notified that any such PARA Reports were deficient as to form or content. Following the date of this Agreement, PARA shall deliver to SLCT, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by PARA with any such regulatory authorityrespects.

Regulatory Reports. Since December 31, 2000 FPIG and FPIC (ai) Since its date of incorporationhave filed or submitted with all applicable Insurance Regulators, Target Bank has all registration statements, notices and reports, together with all exhibits and amendments thereto under the Insurance Laws applicable to insurance holding companies (the “FPIG Holding Company Act Reports”), (ii) have filed all reportsFPIC Statutory Financial Statements, registrations (iii) have filed all other reports and statements, together with any all amendments required to be made with respect and supplements thereto, that were required to be filed with (i) any Insurance Regulator under the FDIC, (ii) the CommissionerInsurance Laws, and (iiiiv) have paid all fees and assessments due and payable by them under the Insurance Laws. Section 3.7(e) to the FPIG Disclosure Schedule sets forth a list of, and FPIG has made available to ▇▇▇▇▇▇, accurate and complete copies of, all FPIC Statutory Financial Statements, FPIG Holding Company Act Reports and all other reports and statements filed by FPIG or any of the FPIG Subsidiaries with any Insurance Regulator for periods ending and events occurring, after December 31, 2000 and prior to the Closing Date, and the latest requests for approval of a rate increase in each state or other governmental and regulatory authorities having jurisdiction over Target Bankthat FPIC writes insurance. All such reportsFPIC Statutory Financial Statements, registrations, FPIG Holding Company Act Reports and other reports and statements were prepared in good faith and amendments filed by Target Bank with the FDIC, the Commissioner or other such regulatory authority are collectively referred to herein as the “Target Bank Reports.” As of their respective dates, the Target Bank Reports complied in all material respects with the Insurance Laws when filed and, as of their respective dates, contained all information required under the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed Insurance Laws and did not contain any untrue statement false statements or material misstatements of a material fact or omit to state a any material fact required to be stated therein or facts necessary to make the statements therein, set forth therein not materially misleading in light of the circumstances under which they such statements were made. No deficiencies have been asserted by any Governmental Body with respect to such FPIC Statutory Financial Statements, not misleading; FPIG Holding Company Act Reports and Target Bank has not been notified that any such Target Bank Reports were deficient as to form or content. Following the date of this Agreement, Target Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA has filed all reports, registrations reports and statements, together with any amendments required to be made with respect thereto, that were required to be filed with the Federal Reserve and any other governmental or regulatory authorities having jurisdiction over PARA. All such reports, registrations, statements and amendments filed by PARA with such regulatory authorities are collectively referred to herein as the “PARA Reports.” As of their respective dates, the PARA Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA has not been notified that any such PARA Reports were deficient as to form or content. Following the date of this Agreement, PARA shall deliver to SLCT, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by PARA with any such regulatory authority.

Regulatory Reports. (a) Since its date of incorporation, Target Bank The Company has timely filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were it was required to be filed file since December 31, 2000, with (i) the FDIC, (ii) the CommissionerCDFI and any other applicable state banking commission or any other state regulatory authority (each, a "State Regulator") and (iii) any other governmental self-regulatory organization ("SRO") (collectively, the "Regulatory Agencies"), and regulatory authorities having jurisdiction over Target Bankhas paid all fees and assessments due and payable in connection therewith. All such reportsExcept for normal examinations conducted by a Regulatory Agency in the regular course of the business of the Company, registrationsno Regulatory Agency has initiated any proceeding, statements or, to the knowledge of the Company, threatened an investigation into the business or operations of the Company since December 31, 2000. There is no unresolved violation, criticism, or exception by any Regulatory Agency with respect to any report or statement relating to any examinations of the Company. (b) The Company has previously made available to Buyer a true, correct and amendments complete copy of each (a) final registration statement, prospectus, report, schedule and definitive proxy statement filed since December 31, 2000 by the Company with the FDIC pursuant to the Securities Act of 1933, as amended (the "Securities Act") or the Securities Exchange Act of 1934, as amended (the "Exchange Act") (collectively, the "Company Reports") and (b) communication mailed by the Company to its stockholders since December 31, 2000. The Company has timely filed all Company Reports and other documents required to be filed by Target Bank with it under the FDICSecurities Act and the Exchange Act, the Commissioner or other such regulatory authority are collectively referred to herein and, as the “Target Bank Reports.” As of their respective dates, all of the Target Bank Company Reports complied in all material respects with all the statutesrequirements of the Securities Act and the Exchange Act, as the case may be, and the rules and regulations enforced of the FDIC thereunder applicable to such Company Reports and other documents. As of their respective dates of filing with the FDIC (or, if amended or promulgated superseded by a subsequent filing prior to the regulatory authority with which they were date hereof, as of the date of such subsequent filing), no such Company Report (when filed and did not contain at their respective effective times, if applicable) or communication (when mailed) contained any untrue statement of a material fact or omit omitted to state a any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under in which they were made, not misleading; , and Target Bank has not been notified that any such Target Bank Reports were deficient as to form there are no outstanding comments from or content. Following unresolved issues raised by the date of this Agreement, Target Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA has filed all reports, registrations and statements, together with any amendments required to be made FDIC with respect thereto, that were required to be filed with any of the Federal Reserve and Company Reports. No executive officer of the Company has failed in any other governmental or regulatory authorities having jurisdiction over PARA. All such reports, registrations, statements and amendments filed by PARA with such regulatory authorities are collectively referred to herein as the “PARA Reports.” As of their respective dates, the PARA Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary respect to make the statements therein, in light certifications required of him or her under Section 302 or 906 of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 and no enforcement action has not been notified that initiated against the Company by the FDIC or any such PARA Reports were deficient as State Regulator relating to form or content. Following the date of this Agreement, PARA shall deliver to SLCT, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by PARA with disclosures contained in any such regulatory authorityCompany Reports.

Regulatory Reports. Since January 1, 2016, the Company and Company Bank have duly and timely filed with (ai) Since its date of incorporationthe OCC, Target (ii) the Federal Reserve Board, (iii) the FDIC and (iv) each applicable local, state or foreign regulatory authority and self-regulatory organization having jurisdiction over the Company or Company Bank has filed (clauses (i)–(iv) collectively, “Regulatory Agencies”), and each other Governmental Entity having jurisdiction over the Company or Company Bank, in correct form, all reports, registrations statements and statementsother documents required to be filed by them under applicable Law, together with any amendments required to be made with respect thereto, that were and all other reports or statements required to be filed with by them pursuant to the Laws of the United States, any state or political subdivision (i) the FDICincluding local jurisdictions), (ii) the Commissionerany foreign jurisdiction, or any other Governmental Entity, and (iii) any other governmental the Company and regulatory authorities having jurisdiction over Target BankCompany Bank have paid all fees and assessments due and payable in connection therewith. All such reportsreports were, registrations, statements and amendments filed by Target Bank with the FDIC, the Commissioner or other such regulatory authority are collectively referred to herein as the “Target Bank Reports.” As of their respective dates, the Target Bank Reports complied in all material respects respects, complete and correct and in compliance with the requirements of applicable Law. Except where prohibited by applicable Law, the Company has made available to Parent true, correct and complete copies of all such reports, including any and all amendments and modifications thereto. No report, including any report filed with any Regulatory Agency, and no report or offering materials made or given to shareholders of the statutesCompany or Company Bank as of the respective dates thereof, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain contained any untrue statement of a material fact or omit omitted to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; . No report, including any report filed with any Regulatory Agency or other Governmental Entity, and Target no report or offering materials made or given to shareholders of the Company or Company Bank has not been notified that any such Target Bank Reports were deficient as to form be filed or content. Following disseminated after the date of this Agreement, Target Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA has filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with the Federal Reserve and any other governmental or regulatory authorities having jurisdiction over PARA. All such reports, registrations, statements and amendments filed by PARA with such regulatory authorities are collectively referred to herein as the “PARA Reports.” As of their respective dates, the PARA Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not Agreement will contain any untrue statement of a material fact or will omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were will be made, not misleading; and. The call reports of Company Bank and the accompanying schedules, except as Previously Disclosed, PARA has not been notified that any such PARA Reports were deficient as to form or content. Following the date of this Agreement, PARA shall deliver to SLCT, simultaneously filed with the filing thereofOCC, a copy of for each reportcalendar quarter beginning with the quarter ended June 30, registration2016, statement or other through the Closing Date, have been, and will be, prepared in accordance with applicable regulatory filing made thereafter requirements, including applicable regulatory accounting principles and practices through periods covered by PARA with any such regulatory authorityreports.

Regulatory Reports. (a) Since January 1, 2018, Company and its date of incorporationSubsidiaries have duly filed with the FRB, Target Bank has filed all reportsthe FDIC, registrations the OCC and statementsany other applicable Governmental Authority, together with any amendments required to be made with respect theretoin correct form, that were the reports and other documents required to be filed with (i) the FDIC, (ii) the Commissionerunder applicable Laws and regulations and have paid all fees and assessments due and payable in connection therewith, and (iii) such reports were, in all material respects, complete and accurate and in compliance with the requirements of applicable Laws and regulations. No report, including any other governmental and regulatory authorities having jurisdiction over Target Bank. All such reportsreport filed with the OCC, registrations, statements and amendments filed by Target Bank with the FDIC, the Commissioner or other such regulatory authority are collectively referred to herein as the “Target Bank Reports.” As of their respective datesFederal Reserve Board, the Target Bank Reports complied Securities Exchange Commission or any other federal or state regulatory agency, and no report, proxy statement, registration statement or offering materials made or given to shareholders of Company or the Bank, in all material respects with all each case, since December 31, 2017, as of the statutesrespective dates thereof, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain contained any untrue statement of a material fact or omit omitted to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; . The call reports of the Bank and Target Bank has not been notified that any such Target Bank Reports were deficient accompanying schedules as to form or content. Following the date of this Agreement, Target Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA has filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with the Federal Reserve OCC, for each calendar quarter beginning with the quarter ended December 31, 2017, through the Closing Date have been and any other governmental or will be prepared in accordance with applicable regulatory authorities having jurisdiction over PARA. All requirements, including applicable regulatory accounting principles and practices through periods covered by such reports. Other than normal examinations conducted by a Governmental Authority in the Ordinary Course of Business of Company and its Subsidiaries, registrationsno Governmental Authority has notified Company or any of its Subsidiaries that it has initiated or has pending any proceeding or, statements and amendments filed to Company’s Knowledge, threatened an investigation into the business or operations of Company or any of its Subsidiaries since January 1, 2018 that would reasonably be expected to result in a Material Adverse Effect on Company. There is no material unresolved violation, criticism, or exception by PARA any Governmental Authority with such regulatory authorities are collectively referred respect to herein as any report or statement relating to any examinations or inspections of Company or any of its Subsidiaries. There have been no formal or informal inquiries by, or disagreements or disputes with, any Governmental Authority with respect to the “PARA Reports.” As business, operations, policies or procedures of their respective datesCompany or any of its Subsidiaries since January {Clients/1521/00383953.DOCX/7 }11 1, 2018. Notwithstanding the PARA Reports complied foregoing, nothing in all material respects with all the statutes, rules and regulations enforced this Section 3.09 shall require Company or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit Bank to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA has not been notified that any such PARA Reports were deficient as to form or content. Following the date of this Agreement, PARA shall deliver to SLCT, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by PARA provide Buyer with any such confidential regulatory authoritysupervisory information of Company or Bank.

Regulatory Reports. (a) Since its date of incorporation, Target Bank has Buyer and Buyer Sub have timely filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that they were required to file since December 31, 2000 with the Regulatory Agencies (which term shall include, for purposes of this Section 5.11, the Federal Reserve Board), and have paid all fees and assessments due and payable in connection therewith. Except for normal examinations conducted by a Regulatory Agency in the regular course of the business of Buyer and Buyer Sub, no Regulatory Agency has initiated any proceeding, or to the knowledge of Buyer, threatened an investigation into the business or operations of Buyer or Buyer Sub since December 31, 2000. There is no unresolved violation, criticism, or exception by any Regulatory Agency with respect to any report or statement relating to any examinations of Buyer or Buyer Sub. (b) A true, correct and complete copy of each final registration statement, prospectus, report, schedule and definitive proxy statement filed since December 31, 2000 by Buyer with the SEC pursuant to the Securities Act or the Exchange Act (collectively, the "Buyer Reports") is publicly available via ▇▇▇▇▇. Buyer has timely filed all Buyer Reports and other documents required to be filed with (i) by it under the FDICSecurities Act and the Exchange Act, (ii) the Commissionerand, and (iii) any other governmental and regulatory authorities having jurisdiction over Target Bank. All such reports, registrations, statements and amendments filed by Target Bank with the FDIC, the Commissioner or other such regulatory authority are collectively referred to herein as the “Target Bank Reports.” As of their respective dates, the Target Bank all Buyer Reports complied in all material respects with all the statutesrequirements of the Securities Act and the Exchange Act, as the case may be, and the rules and regulations enforced of the SEC thereunder applicable to such Buyer Reports. As of their respective dates of filing with the SEC (or, if amended or promulgated superseded by a subsequent filing prior to the regulatory authority with which they were date hereof, as of the date of such subsequent filing), no such Buyer Report (when filed and did not contain at their respective effective time, if applicable) contained any untrue statement of a material fact or omit omitted to state a any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under in which they were made, not misleading; , and Target Bank has not been notified that any such Target Bank Reports were deficient as to form there are no outstanding comments from or content. Following unresolved issues raised by the date of this Agreement, Target Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA has filed all reports, registrations and statements, together with any amendments required to be made SEC with respect thereto, that were required to be filed with any of the Federal Reserve and Buyer Reports. No executive officer of Buyer has failed in any other governmental or regulatory authorities having jurisdiction over PARA. All such reports, registrations, statements and amendments filed by PARA with such regulatory authorities are collectively referred to herein as the “PARA Reports.” As of their respective dates, the PARA Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary respect to make the statements therein, in light certifications required of him or her under Section 302 or 906 of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 and no enforcement action has not been notified that initiated against Buyer by the SEC or any such PARA Reports were deficient as State Regulator relating to form or content. Following the date of this Agreement, PARA shall deliver to SLCT, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by PARA with disclosures contained in any such regulatory authorityBuyer Reports.

Regulatory Reports. (a) Since its date of incorporation, Target Select Bank has filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with (i) the FDIC, (ii) the Commissioner, and (iii) any other governmental and regulatory authorities having jurisdiction over Target Select Bank. All such reports, registrations, statements and amendments filed by Target Select Bank with the FDIC, the Commissioner or other such regulatory authority are collectively referred to herein as the “Target Select Bank Reports.” As of their respective dates, the Target Select Bank Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and Target Select Bank has not been notified that any such Target Select Bank Reports were deficient as to form or content. Following the date of this Agreement, Target Select Bank shall deliver to Select NCBC Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target Select Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA Select has filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with the Federal Reserve and any other governmental or regulatory authorities having jurisdiction over PARASelect. All such reports, registrations, statements and amendments filed by PARA Select with such regulatory authorities are collectively referred to herein as the “PARA Select Reports.” As of their respective dates, the PARA Select Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA Select has not been notified that any such PARA Select Reports were deficient as to form or content. Following the date of this Agreement, PARA Select shall deliver to SLCTNCBC, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by PARA Select with any such regulatory authority.

Regulatory Reports. (a) Since its date of incorporation, Target Twentieth Bancorp and the Bank has have timely filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were are required to be filed with (i) the FDICBoard of Governors of the Federal Reserve System (the "FRB"), (ii) the CommissionerFederal Deposit Insurance Corporation (the "FDIC") , and (iii) the West Virginia Board of Banking and Financial Institutions (the "West Virginia Board"), (iv) the Securities and Exchange Commission (the "SEC"), and/or (v) any other governmental and or regulatory authorities having jurisdiction over Target BankTwentieth Bancorp or the Bank (including all reports required to be filed under the 1934 Act). All such reports, registrations, registrations and statements and amendments filed by Target Twentieth Bancorp and the Bank with the FRB, the FDIC, the Commissioner West Virginia Board, SEC or other such regulatory authority are collectively referred to herein hereinafter as the “Target Bank "Regulatory Reports.” ". As of their respective dates, the Target Bank Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and Target Bank has not been notified that any such Target Bank Reports were deficient as to form or content. Following the date of this Agreement, Target Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA has filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with the Federal Reserve and any other governmental or regulatory authorities having jurisdiction over PARA. All such reports, registrations, statements and amendments filed by PARA with such regulatory authorities are collectively referred to herein as the “PARA Reports.” As of their respective dates, the PARA Regulatory Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA neither Twentieth Bancorp nor the Bank has not been notified that any such PARA Regulatory Reports were deficient in any material respect as to form or content. Following the date of this Agreement, PARA Twentieth Bancorp shall deliver to SLCTHorizon Bancorp, simultaneously simultaneous with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by PARA Twentieth Bancorp or the Bank with the FRB, the FDIC, the West Virginia Board, the SEC or any such other regulatory authority.

Regulatory Reports. (a) Since its date of incorporation, Target NCBC Bank has filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with (i) the FDIC, (ii) the Commissioner, and (iii) any other governmental and regulatory authorities having jurisdiction over Target NCBC Bank. All such reports, registrations, statements and amendments filed by Target NCBC Bank with the FDIC, the Commissioner or and other such regulatory authority are collectively referred to herein as the “Target NCBC Bank Reports.” As of their respective dates, the Target NCBC Bank Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and Target NCBC Bank has not been notified that any such Target NCBC Bank Reports were deficient as to form or content. Following the date of this Agreement, Target NCBC Bank shall deliver to Select Bank, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter by Target NCBC Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA NCBC has filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with the Federal Reserve and any other governmental or regulatory authorities having jurisdiction over PARANCBC. All such reports, registrations, statements and amendments filed by PARA NCBC with such regulatory authorities are collectively referred to herein as the “PARA NCBC Reports.” As of their respective dates, the PARA NCBC Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA Select has not been notified that any such PARA NCBC Reports were deficient as to form or content. Following the date of this Agreement, PARA NCBC shall deliver to SLCTSelect, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter through Closing by PARA NCBC with any such regulatory authority.

Regulatory Reports. (a) Since its date of incorporation, Target Select Bank has filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with (i) the FDIC, (ii) the Commissioner, and (iii) any other governmental and regulatory authorities having jurisdiction over Target Select Bank. All such reports, registrations, statements and amendments filed by Target Select Bank with the FDIC, the Commissioner or and other such regulatory authority are collectively referred to herein as the “Target Select Bank Reports.” As of their respective dates, the Target Select Bank Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and Target Select Bank has not been notified that any such Target Select Bank Reports were deficient as to form or content. Following the date of this Agreement, Target Select Bank shall deliver to Select Bank, simultaneously with the filing thereof, Target Bank upon its request a copy of each report, registration, statement or other regulatory filing made thereafter by Target Select Bank, with the FDIC, the Commissioner or any other such regulatory authority. (b) Since its date of incorporation, PARA SLCT has filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were required to be filed with the Federal Reserve and any other governmental or regulatory authorities having jurisdiction over PARASLCT. All such reports, registrations, statements and amendments filed by PARA SLCT with such regulatory authorities are collectively referred to herein as the “PARA SLCT Reports.” As of their respective dates, the PARA SLCT Reports complied in all material respects with all the statutes, rules and regulations enforced or promulgated by the regulatory authority with which they were filed and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, except as Previously Disclosed, PARA has not been notified that any such PARA SLCT Reports were deficient as to form or content. Following the date of this Agreement, PARA SLCT shall deliver to SLCTPARA, simultaneously with the filing thereof, a copy of each report, registration, statement or other regulatory filing made thereafter through Closing by PARA SLCT with any such regulatory authority.