Common use of SALE OF CERTAIN SHARED-LOSS LOANS AND ORE Clause in Contracts

SALE OF CERTAIN SHARED-LOSS LOANS AND ORE. 10 4.1 Sales of Shared-Loss Loans 10 4.2 Calculation of Gain or Loss on Sale 11 4.3 Sale of ORE 11 ARTICLE 5. CERTIFICATES, REPORTS AND RECORDS 12 5.1 Reporting Obligations of the Assuming Institution 12 5.2 Monthly Certificates 12 5.3 Monthly Data 13 5.4 Notification of Related Loans 14 5.5 Auditor’s Report; Right to Audit 14 5.6 Accounting Principles 15 5.7 Records and Reports 15 ARTICLE 6. MISCELLANEOUS 16 6.1 Expenses 16 6.2 Successors and Assigns 16 6.3 Waiver of Jury Trial 17 6.4 No Third Party Beneficiary 17 6.5 Consent, Determination or Discretion 17 6.6 Rights Cumulative 17 6.7 References 17 6.8 Notice 18 ARTICLE 7. DISPUTE RESOLUTION 18 7.1 Methods of Resolution 18 7.2 Informal Resolution 18 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 19 7.4 Confidentiality of Compromise Negotiations 19 7.5 Payment Resulting from Compromise Negotiations 19 7.6 Formal Resolution 19 7.7 Limitation on FDIC Party 20 7.8 Effectiveness of Agreement Pending Dispute 20 7.9 Governing Rules and Law 20 7.10 Review Board Proceedings 20 7.11 Impartiality 22 7.12 Schedule 22 7.13 Written Award 22 7.14 Interest Rate on Award 23 7.15 Payments 23 7.16 Fees, Costs and Expenses 23 7.17 Binding and Conclusive Nature 23 7.18 No Precedent 23 7.19 Confidentiality; Proceedings, Information and Documents 23 7.20 Confidentiality of Arbitration Award 24 7.21 Extension of Time Periods 24 7.22 Venue 24 ARTICLE 8. DEFINITIONS 24 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-i First Guaranty Bank and Trust Company of Jacksonville Version 3.3.1 – SINGLE FAMILY SHARED-LOSS AGREEMENT Jacksonville, FL December 7, 2011 EXHIBITS Page Monthly Certificate Exhibit 1 31 Calculation of Restructuring Loss HAMP or FDIC Loan Modification (Loan Written Down) Exhibit 2a(1) 34 HAMP or FDIC Loan Modification (No Preceding Loan Restructure) Exhibit 2a(2) 36 2nd FDIC Modification Exhibit 2a(3) 38 Calculation of Short-Sale Loss Written Down to Book Value Exhibit 2b(1) 42 No Preceding Loan Modification Under Loss Share Exhibit 2b(2) 44 After a Covered Loan Modification Exhibit 2b(3) 46 Calculation of Foreclosure Loss ORE or Foreclosure Occurred Prior to Loss Share Agreement Exhibit 2c(1) 50 During the Term of the Agreement, No Preceding Loan Modification Under Loss Share Exhibit 2c(2) 52 Foreclosure After Covered Loan Modification Exhibit 2c(3) 54 Calculation of Home Equity Loan Loss Exhibit 2d(1) 58 Calculation of Recovery When a Restructuring Loss Has Been Paid Exhibit 2d(2) 60 Calculation of Loan Sale Loss Loan Written Down to Book Value Prior to Loss Share Exhibit 2e(1) 63 No Preceding Loan Modification under Loss Share Exhibit 2e(2) 64 Loan Sale after a Covered Loan Modification Exhibit 2e(3) 65 True-Up Exhibit 2.5 67 Portfolio Performance and Summary Schedule Exhibit 3 68 Wire Transfer Instructions Exhibit 4 70 FDIC Mortgage Loan Modification Program Exhibit 5 71 Single Family Shared-Loss Loans Exhibit 5.3(a) 74 SCHEDULE Page Loans Subject to Loss Sharing under the Single Family Shared-Loss Agreement Schedule 4.15A 79 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-ii First Guaranty Bank and Trust Company of Jacksonville Version 3.3.1 –SINGLE FAMILY SHARED-LOSS AGREEMENT Jacksonville, FL December 7, 2011 EXHIBIT 4.15A

SALE OF CERTAIN SHARED-LOSS LOANS AND ORE. 10 4.1 Sales of Shared-Loss Loans 10 4.2 Calculation of Gain or Loss on Sale 11 4.3 Sale of ORE 11 ARTICLE 5. CERTIFICATES, REPORTS AND RECORDS 12 11 5.1 Reporting Obligations of the Assuming Institution 12 11 5.2 Monthly Certificates 12 5.3 Monthly Data 13 5.4 Notification of Related Loans 14 13 5.5 Auditor’s Report; Right to Audit 14 5.6 Accounting Principles 15 5.7 Records and Reports 15 ARTICLE 6. MISCELLANEOUS 16 6.1 Expenses 16 6.2 Successors and Assigns 16 6.3 Waiver of Jury Trial 17 6.4 No Third Party Beneficiary 17 6.5 Consent, Determination or Discretion 17 6.6 Rights Cumulative 17 6.7 References 17 6.8 Notice 18 ARTICLE 7. DISPUTE RESOLUTION 18 7.1 Methods of Resolution 18 7.2 Informal Resolution 18 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 19 7.4 Confidentiality of Compromise Negotiations 19 7.5 Payment Resulting from Compromise Negotiations 19 7.6 Formal Resolution 19 7.7 Limitation on FDIC Party 20 7.8 Effectiveness of Agreement Pending Dispute 20 7.9 Governing Rules and Law 20 7.10 Review Board Proceedings 20 7.11 Impartiality 22 7.12 Schedule 22 7.13 Written Award 22 7.14 Interest Rate on Award 23 7.15 Payments 23 7.16 Fees, Costs and Expenses 23 7.17 Binding and Conclusive Nature 23 7.18 No Precedent 23 7.19 Confidentiality; Proceedings, Information and Documents 23 7.20 Confidentiality of Arbitration Award 24 7.21 Extension of Time Periods 24 7.22 Venue 24 ARTICLE 8. DEFINITIONS 24 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-i First Guaranty Bank and Trust Company of Jacksonville Version 3.3.1 3.01– SINGLE FAMILY SHARED-LOSS AGREEMENT JacksonvilleApril 29, FL December 70000 XX-x Xxxxx Xxxxxx Xxxxxxxxx Xxxx Xxxxxx, 2011 XX EXHIBITS Page Monthly Certificate Exhibit 1 31 Calculation of Restructuring Loss HAMP or FDIC Loan Modification (Loan Written Down) Exhibit 2a(1) 34 HAMP or FDIC Loan Modification (No Preceding Loan Restructure) Exhibit 2a(2) 36 2nd FDIC Modification Exhibit 2a(3) 38 Calculation of Short-Sale Loss Written Down to Book Value Exhibit 2b(1) 42 No Preceding Loan Modification Under Loss Share Exhibit 2b(2) 44 After a Covered Loan Modification Exhibit 2b(3) 46 Calculation of Foreclosure Loss ORE or Foreclosure Occurred Prior to Loss Share Agreement Exhibit 2c(1) 50 During the Term of the Agreement, No Preceding Loan Modification Under Loss Share Exhibit 2c(2) 52 Foreclosure After Covered Loan Modification Exhibit 2c(3) 54 Calculation of Home Equity Loan Loss Exhibit 2d(1) 58 Calculation of Recovery When a Restructuring Loss Has Been Paid Exhibit 2d(2) 60 Calculation of Loan Sale Loss Loan Written Down to Book Value Prior to Loss Share Exhibit 2e(1) 63 No Preceding Loan Modification under Loss Share Exhibit 2e(2) 64 Loan Sale after a Covered Loan Modification Exhibit 2e(3) 65 True-Up Exhibit 2.5 67 Portfolio Performance and Summary Schedule Exhibit 3 68 Wire Transfer Instructions Exhibit 4 70 FDIC Mortgage Loan Modification Program Exhibit 5 71 Single Family Shared-Loss Loans Exhibit 5.3(a) 74 SCHEDULE Page Loans Subject to Loss Sharing under the Single Family Shared-Loss Agreement Schedule 4.15A 79 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-ii First Guaranty Bank and Trust Company of Jacksonville Version 3.3.1 –3.01– SINGLE FAMILY SHARED-LOSS AGREEMENT JacksonvilleApril 29, FL December 70000 XX-xx Xxxxx Xxxxxx Xxxxxxxxx Xxxx Xxxxxx, 2011 XX EXHIBIT 4.15A

SALE OF CERTAIN SHARED-LOSS LOANS AND ORE. 10 4.1 Sales of Shared-Loss Loans 10 4.2 Calculation of Gain or Loss on Sale 11 4.3 Sale of ORE 11 ARTICLE 5. CERTIFICATES, REPORTS AND RECORDS 12 5.1 Reporting Obligations of the Assuming Institution 12 5.2 Monthly Certificates 12 5.3 Monthly Data 13 5.4 Notification of Related Loans 14 5.5 Auditor’s Report; Right to Audit 14 5.6 Accounting Principles 15 5.7 Records and Reports 15 ARTICLE 6. MISCELLANEOUS 16 6.1 Expenses 16 6.2 Successors and Assigns 16 6.3 Waiver of Jury Trial 17 6.4 No Third Party Beneficiary 17 6.5 Consent, Determination or Discretion 17 6.6 Rights Cumulative 17 6.7 References 17 6.8 Notice 18 ARTICLE 7. DISPUTE RESOLUTION 18 7.1 Methods of Resolution 18 7.2 Informal Resolution 18 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 19 7.4 Confidentiality of Compromise Negotiations 19 7.5 Payment Resulting from Compromise Negotiations 19 7.6 Formal Resolution 19 7.7 Limitation on FDIC Party 20 7.8 Effectiveness of Agreement Pending Dispute 20 7.9 Governing Rules and Law 20 7.10 Review Board Proceedings 20 7.11 Impartiality 22 7.12 Schedule 22 7.13 Written Award 22 7.14 Interest Rate on Award 23 7.15 Payments 23 7.16 Fees, Costs and Expenses 23 7.17 Binding and Conclusive Nature 23 7.18 No Precedent 23 7.19 Confidentiality; Proceedings, Information and Documents 23 7.20 Confidentiality of Arbitration Award 24 7.21 Extension of Time Periods 24 7.22 Venue 24 ARTICLE 8. DEFINITIONS 24 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-i First Guaranty Summit Bank and Trust Company of Jacksonville Version 3.3.1 3.1.1 – SINGLE FAMILY SHARED-LOSS PURCHASE AND ASSUMPTION AGREEMENT JacksonvilleBurlington, FL December 7Washington April 27, 2011 EXHIBITS Page Monthly Certificate Exhibit 1 31 Calculation of Restructuring Loss HAMP or FDIC Loan Modification (Loan Written Down) Exhibit 2a(1) 34 HAMP or FDIC Loan Modification (No Preceding Loan Restructure) Exhibit 2a(2) 36 2nd FDIC Modification Exhibit 2a(3) 38 Calculation of Short-Sale Loss Written Down to Book Value Exhibit 2b(1) 42 No Preceding Loan Modification Under Loss Share Exhibit 2b(2) 44 After a Covered Loan Modification Exhibit 2b(3) 46 Calculation of Foreclosure Loss ORE or Foreclosure Occurred Prior to Loss Share Agreement Exhibit 2c(1) 50 During the Term of the Agreement, No Preceding Loan Modification Under Loss Share Exhibit 2c(2) 52 Foreclosure After Covered Loan Modification Exhibit 2c(3) 54 Calculation of Home Equity Loan Loss Exhibit 2d(1) 58 Calculation of Recovery When a Restructuring Loss Has Been Paid Exhibit 2d(2) 60 Calculation of Loan Sale Loss Loan Written Down to Book Value Prior to Loss Share Exhibit 2e(1) 63 No Preceding Loan Modification under Loss Share Exhibit 2e(2) 64 Loan Sale after a Covered Loan Modification Exhibit 2e(3) 65 True-Up Exhibit 2.5 67 Portfolio Performance and Summary Schedule Exhibit 3 68 Wire Transfer Instructions Exhibit 4 70 FDIC Mortgage Loan Modification Program Exhibit 5 71 Single Family Shared-Loss Loans Exhibit 5.3(a) 74 SCHEDULE Page Loans Subject to Loss Sharing under the Single Family Shared-Loss Agreement Schedule 4.15A 79 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-ii First Guaranty Summit Bank and Trust Company of Jacksonville Version 3.3.1 –SINGLE FAMILY SHARED-LOSS 3.1.1 – PURCHASE AND ASSUMPTION AGREEMENT JacksonvilleBurlington, FL December 7Washington April 27, 2011 EXHIBIT 4.15A

SALE OF CERTAIN SHARED-LOSS LOANS AND ORE. 10 4.1 Sales of Shared-Loss Loans 10 4.2 Calculation of Gain or Loss on Sale 11 4.3 Sale of ORE 11 ARTICLE 5. CERTIFICATES, REPORTS AND RECORDS 12 5.1 Reporting Obligations of the Assuming Institution 12 5.2 Monthly Certificates 12 5.3 Monthly Data 13 5.4 Notification of Related Loans 14 5.5 Auditor’s Report; Right to Audit 14 5.6 Accounting Principles 15 5.7 Records and Reports 15 ARTICLE 6. MISCELLANEOUS 16 6.1 Expenses 16 6.2 Successors and Assigns 16 6.3 Waiver of Jury Trial 17 6.4 No Third Party Beneficiary 17 6.5 Consent, Determination or Discretion 17 6.6 Rights Cumulative 17 6.7 References 17 6.8 Notice 18 ARTICLE 7. DISPUTE RESOLUTION 18 7.1 Methods of Resolution 18 7.2 Informal Resolution 18 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 19 7.4 Confidentiality of Compromise Negotiations 19 7.5 Payment Resulting from Compromise Negotiations 19 7.6 Formal Resolution 19 7.7 Limitation on FDIC Party 20 7.8 Effectiveness of Agreement Pending Dispute 20 7.9 Governing Rules and Law 20 7.10 Review Board Proceedings 20 7.11 Impartiality 22 7.12 Schedule 22 7.13 Written Award 22 7.14 Interest Rate on Award 23 7.15 Payments 23 7.16 Fees, Costs and Expenses 23 7.17 Binding and Conclusive Nature 23 7.18 No Precedent 23 7.19 Confidentiality; Proceedings, Information and Documents 23 7.20 Confidentiality of Arbitration Award 24 7.21 Extension of Time Periods 24 7.22 Venue 24 ARTICLE 8. DEFINITIONS 24 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-i First Guaranty Bank and Trust Company of Jacksonville Version 3.3.1 – SINGLE FAMILY SHARED-LOSS AGREEMENT Jacksonville, FL December 7, 2011 EXHIBITS Page Monthly Certificate Exhibit 1 31 Calculation of Restructuring Loss HAMP or FDIC Loan Modification (Loan Written Down) Exhibit 2a(1) 34 HAMP or FDIC Loan Modification (No Preceding Loan Restructure) Exhibit 2a(2) 36 2nd FDIC Modification Exhibit 2a(3) 38 Calculation of Short-Sale Loss Written Down to Book Value Exhibit 2b(1) 42 No Preceding Loan Modification Under Loss Share Exhibit 2b(2) 44 After a Covered Loan Modification Exhibit 2b(3) 46 Calculation of Foreclosure Loss ORE or Foreclosure Occurred Prior to Loss Share Agreement Exhibit 2c(1) 50 During the Term of the Agreement, No Preceding Loan Modification Under Loss Share Exhibit 2c(2) 52 Foreclosure After Covered Loan Modification Exhibit 2c(3) 54 Calculation of Home Equity Loan Loss Exhibit 2d(1) 58 Calculation of Recovery When a Restructuring Loss Has Been Paid Exhibit 2d(2) 60 Calculation of Loan Sale Loss Loan Written Down to Book Value Prior to Loss Share Exhibit 2e(1) 63 No Preceding Loan Modification under Loss Share Exhibit 2e(2) 64 Loan Sale after a Covered Loan Modification Exhibit 2e(3) 65 True-Up Exhibit 2.5 67 Portfolio Performance and Summary Schedule Exhibit 3 68 Wire Transfer Instructions Exhibit 4 70 FDIC Mortgage Loan Modification Program Exhibit 5 71 Single Family Shared-Loss Loans Exhibit 5.3(a) 74 SCHEDULE Page Loans Subject to Loss Sharing under the Single Family Shared-Loss Agreement Schedule 4.15A 79 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-ii First Guaranty Bank and Trust Company of Jacksonville Version 3.3.1 –SINGLE FAMILY SHARED-LOSS AGREEMENT Jacksonville, FL December 7, 2011 EXHIBIT 4.15A24

SALE OF CERTAIN SHARED-LOSS LOANS AND ORE. 10 4.1 Sales of Shared-Loss Loans 10 4.2 Calculation of Gain or Loss on Sale 11 4.3 Sale of ORE 11 ARTICLE 5. CERTIFICATES, REPORTS AND RECORDS 12 11 5.1 Reporting Obligations of the Assuming Institution 12 11 5.2 Monthly Certificates 12 5.3 Monthly Data 13 5.4 Notification of Related Loans 14 13 5.5 Auditor’s Report; Right to Audit 14 5.6 Accounting Principles 15 5.7 Records and Reports 15 ARTICLE 6. MISCELLANEOUS 16 6.1 Expenses 16 6.2 Successors and Assigns 16 6.3 Waiver of Jury Trial 17 6.4 No Third Party Beneficiary 17 6.5 Consent, Determination or Discretion 17 6.6 Rights Cumulative 17 6.7 References 17 6.8 Notice 18 ARTICLE 7. DISPUTE RESOLUTION 18 7.1 Methods of Resolution 18 7.2 Informal Resolution 18 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 19 7.4 Confidentiality of Compromise Negotiations 19 7.5 Payment Resulting from Compromise Negotiations 19 7.6 Formal Resolution 19 7.7 Limitation on FDIC Party 20 7.8 Effectiveness of Agreement Pending Dispute 20 7.9 Governing Rules and Law 20 7.10 Review Board Proceedings 20 7.11 Impartiality 22 7.12 Schedule 22 7.13 Written Award 22 7.14 Interest Rate on Award 23 7.15 Payments 23 7.16 Fees, Costs and Expenses 23 7.17 Binding and Conclusive Nature 23 7.18 No Precedent 23 7.19 Confidentiality; Proceedings, Information and Documents 23 7.20 Confidentiality of Arbitration Award 24 7.21 Extension of Time Periods 24 7.22 Venue 24 ARTICLE 8. DEFINITIONS 24 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-i First Guaranty Bank and Trust Company of Jacksonville Version 3.3.1 3.01– SINGLE FAMILY SHARED-LOSS AGREEMENT JacksonvilleDecember 8, FL December 70000 XX-x Xxx Xxxx Xxxxxx Xxxx Xxxxxxxx, 2011 XX EXHIBITS Page Monthly Certificate Exhibit 1 31 Calculation of Restructuring Loss HAMP or FDIC Loan Modification (Loan Written Down) Exhibit 2a(1) 34 HAMP or FDIC Loan Modification (No Preceding Loan Restructure) Exhibit 2a(2) 36 2nd FDIC Modification Exhibit 2a(3) 38 Calculation of Short-Sale Loss Written Down to Book Value Exhibit 2b(1) 42 No Preceding Loan Modification Under Loss Share Exhibit 2b(2) 44 After a Covered Loan Modification Exhibit 2b(3) 46 Calculation of Foreclosure Loss ORE or Foreclosure Occurred Prior to Loss Share Agreement Exhibit 2c(1) 50 During the Term of the Agreement, No Preceding Loan Modification Under Loss Share Exhibit 2c(2) 52 Foreclosure After Covered Loan Modification Exhibit 2c(3) 54 Calculation of Home Equity Loan Loss Exhibit 2d(1) 58 Calculation of Recovery When a Restructuring Loss Has Been Paid Exhibit 2d(2) 60 Calculation of Loan Sale Loss Loan Written Down to Book Value Prior to Loss Share Exhibit 2e(1) 63 No Preceding Loan Modification under Loss Share Exhibit 2e(2) 64 Loan Sale after a Covered Loan Modification Exhibit 2e(3) 65 True-Up Exhibit 2.5 67 Portfolio Performance and Summary Schedule Exhibit 3 68 Wire Transfer Instructions Exhibit 4 70 FDIC Mortgage Loan Modification Program Exhibit 5 71 Single Family Shared-Loss Loans Exhibit 5.3(a) 74 SCHEDULE Page Loans Subject to Loss Sharing under the Single Family Shared-Loss Agreement Schedule 4.15A 79 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-ii First Guaranty Bank and Trust Company of Jacksonville Version 3.3.1 –3.01– SINGLE FAMILY SHARED-LOSS AGREEMENT JacksonvilleDecember 8, FL December 70000 XX-xx Xxx Xxxx Xxxxxx Xxxx Xxxxxxxx, 2011 XX EXHIBIT 4.15A