Common use of Survival of Covenants, Etc Clause in Contracts

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SCHEDULE 3.1(e) - Loans Secured, In Whole Or In Part, By Assumed Deposits Or Deposits At Other Depository Institutions SEE ATTACHED LIST THE LIST(S) ), IF ANY, ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G.), CHARGED OFF LOANS). THE LIST(S) IF ANY, MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. THE POST CLOSING LIST(S) MAY REFLECT ALL, SOME, OR NONE OF THE LOANS THAT MEET THE CRITERIA OF DEPOSIT SECURED LOANS AND MAY CONTAIN LOANS NOT PREVIOUSLY LISTED FOR THIS SCHEDULE, INCLUDING LOANS THAT MET THE CRITERIA OF DEPOSIT SECURED LOANS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. SCHEDULE 3.1(i) - Acquired Subsidiaries NONE SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Module 1 – Whole Bank w/ Loss Share – P&A XXXXXX BANK Version 2.02 March 19, 2010 42 LOWELL, MASSACHUSETTS Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankXxxxxx Bank Lowell, N.A. MiamiMA As of February 10, FL Republic Federal Bank2010, N.A. has Xxxxxx Bank did not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the If DO accounts as of are taken between the date of the deposit download. This schedule , February 10, 2010, and the Bank Closing Date, they will be updated identified post closing with data as and made part of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306Schedule 7 to the P&A Agreement. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankRock River Bank Oregon, N.A. Miami, FL Republic Federal Bank, N.A. IL The Rock River Bank has NO deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule 2.1.a DO Detail Report NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankInstitution BC National Banks Xxxxxx, N.A. Miami, FL Republic Federal Bank, N.A. has Missouri BC National Banks does not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 29, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as As of 11/03/09 consist of four accounts with a balance of 2.29.2010, BC National has $9,706,3060 in DO deposits. SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts To be provided. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. Xxxxxxxx State Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To [to be provided. Schedule 2.1.a Exhibit to P&A Agreement provided post-closing] SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankBradford Bank Baltimore, N.A. Miami, FL Republic Federal Bank, N.A. has MD Bradford Bank does not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. [This schedule will be updated post post-closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. .] SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. Name TIN Active/Inactive/Dissolved/Terminated Bradford Financial Group, Inc. GP Service Corporation SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired THIS LIST AND THE INFORMATION HEREIN, IS AS OF BANK CLOSING. [This schedule will be updated post-closing with data as of Bank Closing date.] SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redact ed Redacted Redacted Redacted Redacte d Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement INFORMATION TO BE PROVIDED POST BANK CLOSING SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A P & A Transaction Republic Federal BankSan Xxxxxxx Bank Bakersfield, N.A. Miami, FL Republic Federal Bank, N.A. California San Xxxxxxx Bank has deposits associated with the Depository Organization (DO) Cede & Co Co. as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A P & A Agreement. The attached Schedule 2.1.a 2.1(a) DO Detail Report identifies the excluded DO accounts as of the August 21, 2009 date of the deposit download. This schedule Schedule will be updated post closing with data as of the Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. INFORMATION TO BE PROVIDED POST CLOSING SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name Active/Inactive/Dissolved/Terminated Xxxx Island Company Inactive Farmersville Village Grove Associates Inactive SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Appalachian Community Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has no known deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts accounts, if any, do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached This Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadNovember 25, 2009. This schedule will be updated post closing with data as of Bank Closing the bank closing date. D/O Brokered Deposits as - None - SCHEDULE 2.1(n) – Excluded Liabilities The liabilities listed below will not pass to the Assuming Institution. The specific identification of 11/03/09 consist of four accounts with a balance of the liabilities will be updated post closing. Unsecured Subordinated Debentures totaling $9,706,3062.25 Million ($2,225,000.00). SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted Module 1 – Whole Bank w/ Loss Share – P&A LINCOLN PARK SAVINGS BANK Version 2.03 April 13, 2010 42 CHICAGO, ILLINOIS SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Lincoln Park Savings Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankChicago, N.A. Miami, FL Republic Federal Bank, N.A. IL Lincoln Park Savings Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 25, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankXxxxxxxx Bank Hallock, N.A. Miami, FL Republic Federal Bank, N.A. MN Xxxxxxxx Bank has NO deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the {insert date of the deposit download}. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank Institution To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. R-G Premier Bank of Puerto Rico has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTCDTC and other accounts. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report summary below identifies the DO accounts as of the date of the deposit downloadFebruary 24, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. 93 Total 1,983,066,000.03 Grand Total SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. To be provided. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has St. Xxxxxxx State Bank does not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306None. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankAmericanFirst Bank Clermont, N.A. Miami, FL Republic Federal Bank, N.A. Florida AmericanFirst Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadJanuary 29, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as As of 11/03/09 consist of four accounts with a balance of 1.29.2010, AmericanFirst has $9,706,30616,111,972.47 in DO deposits. See Attached Schedule exact breakout. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post closing. Schedule 2.1.a Exhibit to 44 Module 2 -P&A w/ Loan Pools – P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankHillcrest Bank Version 1.06 Naples, N.A. MiamiFlorida October 18, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. 2009 SCHEDULE 3.1 - Certain Assets Purchased To be provided post closing. SCHEDULE 3.1(e) - Loans Secured, In Whole Or In Part, By Assumed Deposits Or Deposits At Other Depository Institutions SEE ATTACHED LIST THE LIST(S) ), IF ANY, ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G.), CHARGED OFF LOANS). THE LIST(S) IF ANY, MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. THE POST CLOSING LIST(S) MAY REFLECT ALL, SOME, OR NONE OF THE LOANS THAT MEET THE CRITERIA OF DEPOSIT SECURED LOANS AND MAY CONTAIN LOANS NOT PREVIOUSLY LISTED FOR THIS SCHEDULE, INCLUDING LOANS THAT MET THE CRITERIA OF DEPOSIT SECURED LOANS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. SCHEDULE 3.1(i) - Acquired Subsidiaries NONE SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 1 – Repurchase % and Stated Threshold Adjustment % Attached below as Page 43A Module 1 – Whole Bank w/ Loss Share – P&A La Jolla Bank, FSB Version 2.00 00 Xx Xxxxx, Xxxxxxxxxx January 20, 2010 SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution TO BE PROVIDED POST BANK CLOSING SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal La Jolla Bank, N.A. MiamiFSB La Jolla, FL Republic Federal California La Jolla Bank, N.A. FSB has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. TO BE PROVIDED POST BANK CLOSING SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. Pacific National Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section Section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report schedule below identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To [to be provided. Schedule 2.1.a Exhibit to P&A Agreement provided post-closing] SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankBradford Bank Baltimore, N.A. Miami, FL Republic Federal Bank, N.A. has MD Bradford Bank does not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. [This schedule will be updated post post-closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. .] SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. Name TIN Active/Inactive/Dissolved/Terminated Bradford Financial Group, Inc. GP Service Corporation SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired THIS LIST AND THE INFORMATION HEREIN, IS AS OF BANK CLOSING. [This schedule will be updated post-closing with data as of Bank Closing date.] SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement INFORMATION TO BE PROVIDED POST BANK CLOSING SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A P & A Transaction Republic Federal BankSan Xxxxxxx Bank Bakersfield, N.A. Miami, FL Republic Federal Bank, N.A. California San Xxxxxxx Bank has deposits associated with the Depository Organization (DO) Cede & Co Co. as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A P & A Agreement. The attached Schedule 2.1.a 2.1(a) DO Detail Report identifies the excluded DO accounts as of the August 21, 2009 date of the deposit download. This schedule Schedule will be updated post closing with data as of the Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. INFORMATION TO BE PROVIDED POST CLOSING SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name Active/Inactive/Dissolved/Terminated Xxxx Island Company Inactive Farmersville Village Grove Associates Inactive SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post closing. Schedule 2.1.a Exhibit to 44 Module 2 -P&A w/ Loan Pools – P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankHillcrest Bank Version 1.06 Naples, N.A. MiamiFlorida October 18, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. 2009 SCHEDULE 3.1 - Certain Assets Purchased To be provided post closing. SCHEDULE 3.1(e) - Loans Secured, In Whole Or In Part, By Assumed Deposits Or Deposits At Other Depository Institutions SEE ATTACHED LIST THE LIST(S) ), IF ANY, ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G.), CHARGED OFF LOANS). THE LIST(S) IF ANY, MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. THE POST CLOSING LIST(S) MAY REFLECT ALL, SOME, OR NONE OF THE LOANS THAT MEET THE CRITERIA OF DEPOSIT SECURED LOANS AND MAY CONTAIN LOANS NOT PREVIOUSLY LISTED FOR THIS SCHEDULE, INCLUDING LOANS THAT MET THE CRITERIA OF DEPOSIT SECURED LOANS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. SCHEDULE 3.1(i) - Acquired Subsidiaries NONE SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306NONE. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name TIN Active/Inactive/Dissolved/Terminated [THIS SCHEDULE IS TO BE REMOVED IF SCHEDULE IS NOT COMPLETED] SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankInstitution BC National Banks Xxxxxx, N.A. Miami, FL Republic Federal Bank, N.A. has Missouri BC National Banks does not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 29, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as As of 11/03/09 consist of four accounts with a balance of 2.29.2010, BC National has $9,706,3060 in DO deposits. SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts To be provided. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankPinehurst Bank Saint Xxxx, N.A. Miami, FL Republic Federal Bank, N.A. MN Project0089 Pinehurst Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report schedule identifies the DO accounts as of the date of the deposit downloadMarch 22, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGEPROVIDED IN THE MARKETING OF THE FAILED BANK. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. Module 4- Whole Bank – P&A Pinehurst Bank Version 2.01 Saint Xxxx, Minnesota February 24, 2010 SCHEDULE 3.2 - Purchase Price of Assets or assetsassets [[***NOTE TO ACQUIRER: The following will be modified to reflect the transaction consummated.]]

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank Institution To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. R-G Premier Bank of Puerto Rico has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTCDTC and other accounts. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report summary below identifies the DO accounts as of the date of the deposit downloadFebruary 24, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. 93 Total 1,983,066,000.03 Grand Total SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. To be provided. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. The First State Bank of Winchester has NO deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets.

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Accounts Accounts Excluded from P&A Transaction Republic Federal BankPEOPLES FIRST COMMUNITY BANK Panama City, N.A. Miami, FL Republic Federal Bank, N.A. Florida People First Community Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadSeptember 30, 2009. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted Module 1 – Whole Bank w/ Loss Share – P&A Southern Colorado National Bank Version 1.08 July 24, 0000 Xxxxxx, Xxxxxxxx SCHEDULE 2.1 - – Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement INFORMATION TO BE PROVIDED POST BANK CLOSING SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. INFORMATION TO BE PROVIDED POST BANK CLOSING SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired NONE IDENTIFIED AT THIS TIME SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To Schedule to be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated provided post closing with data as of Bank Closing date. DSCHEDULE 2.1(a) – Excluded Deposit Liability Accounts N/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. A SCHEDULE 3.1 - Certain Assets Purchased Schedule to be provided post closing SCHEDULE 3.1(e) – Deposit Secured Loans Secured, In Whole Or In Part, By Assumed Deposits Or Deposits At Other Depository Institutions SEE ATTACHED LIST THE LIST(S) ), IF ANY, ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGEBID VALUATION DATE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G.), CHARGED OFF LOANS). THE LIST(S) IF ANY, MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. THE POST CLOSING LIST(S) MAY REFLECT ALL, SOME, OR NONE OF THE LOANS THAT MEET THE CRITERIA OF DEPOSIT SECURED LOANS AND MAY CONTAIN LOANS NOT PREVIOUSLY LISTED FOR THIS SCHEDULE, INCLUDING LOANS THAT MET THE CRITERIA OF DEPOSIT SECURED LOANS AS OF THE BID VALUATION DATE. SCHEDULE 3.1(i) - Acquired Subsidiaries NONE SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name TIN Active/Inactive/Dissolved/Terminated [THIS SCHEDULE IS TO BE REMOVED IF SCHEDULE IS NOT COMPLETED] SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts LibertyPointe Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankNew York, N.A. Miami, FL Republic Federal Bank, N.A. has NY LibertyPointe Bank does not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the October 30, 2009 deposit download. This schedule will be updated post closing with data as of Bank Closing date. Ownership Type Number of Groups Number of Accounts Total P&I ($) Potential Uninsured Amount ($) Depository Organization Brokered (D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. O) - - - - SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Follows Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankCitizens National Bank Xxxxxx, N.A. Miami, FL Republic Federal Bank, N.A. TX Citizens National Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section Section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will may be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name TIN Active/Inactive/Dissolved/Terminated [THIS SCHEDULE IS TO BE REMOVED IF SCHEDULE IS NOT COMPLETED] SCHEDULE 3.2 - Purchase Price of Assets or assetsassets [[***NOTE TO ACQUIRER: The following will be modified to reflect the transaction consummated.]] (a) cash and receivables from depository Book Value institutions, including cash items in the process of collection, plus interest thereon:

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Module 1 – Whole Bank w/ Loss Share – P&A LINCOLN PARK SAVINGS BANK Version 2.03 April 13, 2010 42 CHICAGO, ILLINOIS Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Lincoln Park Savings Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankChicago, N.A. Miami, FL Republic Federal Bank, N.A. IL Lincoln Park Savings Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 25, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted Module 1 – Whole Bank w/ Loss Share – P&A Wheatland Bank Version 2.03 April 23, 0000 Xxxxxxxxxx, XX SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankWheatland Bank Naperville, N.A. Miami, FL Republic Federal Bank, N.A. IL. Wheatland Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 5, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. To be provided. SCHEDULE 3.2 - Purchase Price of Assets or assetsassets [[***NOTE TO ACQUIRER: The following will be modified to reflect the transaction consummated.]]

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankThe First National Bank of Danville Danville, N.A. Miami, FL Republic Federal Bank, N.A. Illinois The First National Bank of Danville has NO deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule 2.1.a DO Detail Report NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assetsAssets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankTHE TATTNALL BANK REIDSVILLE, N.A. Miami, FL Republic Federal Bank, N.A. GEORGIA The Tattnall Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement 128128Schedule 2.1a – Excluded Deposit Accounts Accounts Excluded from P&A Transaction Republic Federal BankStatewide Bank Covington, N.A. Miami, FL Republic Federal Bank, N.A. has LA Statewide Bank does not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing datedate if DO accounts are discovered then. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted Module 1 – Whole Bank w/ Loss Share – P&A Mirae Bank Version 1.05 June 16, 2009 39 Los Angeles, California SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name TIN Active/Inactive/Dissolved/Terminated [THIS SCHEDULE IS TO BE REMOVED IF SCHEDULE IS NOT COMPLETED] SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankAmericanFirst Bank Clermont, N.A. Miami, FL Republic Federal Bank, N.A. Florida AmericanFirst Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadJanuary 29, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as As of 11/03/09 consist of four accounts with a balance of 1.29.2010, AmericanFirst has $9,706,30616,111,972.47 in DO deposits. See Attached Schedule exact breakout. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankEurobank San Xxxx, N.A. Miami, FL Republic Federal Bank, N.A. Puerto Rico Eurobank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 24, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGEPACKAGE DATE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name TIN Active/Inactive/Dissolved/Terminated THIS SCHEDULE IS TO BE REMOVED IF SCHEDULE IS NOT COMPLETED SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankGreater Atlantic Bank Reston, N.A. Miami, FL Republic Federal Bank, N.A. VA Greater Atlantic Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. -- None -- SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Module 1 – Whole Bank w/ Loss Share – P&A Mirae Bank Version 1.05 June 16, 2009 39 Los Angeles, California Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name TIN Active/Inactive/Dissolved/Terminated [THIS SCHEDULE IS TO BE REMOVED IF SCHEDULE IS NOT COMPLETED] SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankAs of September 25, N.A. Miami2009, FL Republic Federal Bank, N.A. has Park National Bank did not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - – Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankThe First National Bank of Xxxxxxx Xxxxxxx, N.A. Miami, FL Republic Federal Bank, N.A. KS The First National Bank of Xxxxxxx has NO deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. To be provided. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankTHE TATTNALL BANK REIDSVILLE, N.A. Miami, FL Republic Federal Bank, N.A. GEORGIA The Tattnall Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankPinehurst Bank Saint Xxxx, N.A. Miami, FL Republic Federal Bank, N.A. MN Project0089 Pinehurst Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report schedule identifies the DO accounts as of the date of the deposit downloadMarch 22, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGEPROVIDED IN THE MARKETING OF THE FAILED BANK. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. Module 4- Whole Bank – P&A Pinehurst Bank Version 2.01 Saint Xxxx, Minnesota February 24, 2010 SCHEDULE 3.2 - Purchase Price of Assets or assetsassets [[***NOTE TO ACQUIRER: The following will be modified to reflect the transaction consummated.]]

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SCHEDULE 3.1(e) - Loans Fully Secured by Assumed Deposits SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE INFORMATION PACKAGE DATE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1(v) - Other Real Estate Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGEPACKAGE DATE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1(h) - Acquired Subsidiaries All Subsidiaries, including IndyMac Resources, Inc; IndyMac Financial Services; IndyMac Agency, Inc.; IndyMac ABS, Inc.; IndyMac MBS, Inc.; IndyMac Retained Assets, Inc.; IndyMac Securities Corporation; Loan Associates, LLC;AMC1 LLC; IndyMac Commercial Lending Corporation; and Financial Freedom Senior Funding Corporation. SCHEDULE 3.2 - Purchase Price of Assets or assetsassets SCHEDULE 3.5(k) - Securities Not Purchased AS SPECIFIED IN SECTION 3.5 EXHIBIT 3.1(U) -- VALUATION OF CERTAIN QUALIFIED FINANCIAL CONTRACTS

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankNorth Houston Bank Houston, N.A. Miami, FL Republic Federal Bank, N.A. TX North Houston Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report schedule below identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution Accounts Excluded from P&A Transaction Republic Federal BankNevada Security Bank Reno, N.A. Miami, FL Republic Federal Bank, N.A. NV Nevada Security Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the one DO accounts account with a balance of $40 million as of the date of the deposit downloadApril 9, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts To be provided post-closing. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to Module 1 – Whole Bank w/ Loss Share – P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankUNITED SECURITY BANK 42 Version 1.11 October 19, N.A. Miami2009 SPARTA, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. GA SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name TIN Active/Inactive/Dissolved/Terminated None known at this time. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Appalachian Community Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has no known deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts accounts, if any, do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached This Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadNovember 25, 2009. This schedule will be updated post closing with data as of Bank Closing the bank closing date. D/O Brokered Deposits as SCHEDULE 2.1(n) – Excluded Liabilities The liabilities listed below will not pass to the Assuming Institution. The specific identification of 11/03/09 consist of four accounts with a balance of the liabilities will be updated post closing. Unsecured Subordinated Debentures totaling $9,706,3062.25 Million ($2,225,000.00). SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Module 1 – Whole Bank w/ Loss Share – P&A Southern Colorado National Bank Version 1.08 July 24, 0000 Xxxxxx, Xxxxxxxx Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - – Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement INFORMATION TO BE PROVIDED POST BANK CLOSING SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. INFORMATION TO BE PROVIDED POST BANK CLOSING SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired NONE IDENTIFIED AT THIS TIME SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bankof Wyoming Thermopolis, N.A. Miami, FL Republic Federal Bank, N.A. WY Bank of Wyoming has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SCHEDULE 3.1(e) - Loans Secured, In Whole Or In Part, By Assumed Deposits Or Deposits At Other Depository Institutions SEE ATTACHED LIST THE LIST(S) ), IF ANY, ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G.), CHARGED OFF LOANS). THE LIST(S) IF ANY, MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. THE POST CLOSING LIST(S) MAY REFLECT ALL, SOME, OR NONE OF THE LOANS THAT MEET THE CRITERIA OF DEPOSIT SECURED LOANS AND MAY CONTAIN LOANS NOT PREVIOUSLY LISTED FOR THIS SCHEDULE, INCLUDING LOANS THAT MET THE CRITERIA OF DEPOSIT SECURED LOANS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. No Loans are Purchased by the Assuming Bank pursuant to this Section 3.1(e) of this Agreement. The Loans described in this Section 3.1(e) are purchased by the Assuming Bank pursuant to the Loan Sale Agreement. SCHEDULE 3.1(i) - Acquired Subsidiaries NONE SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankGreater Atlantic Bank Reston, N.A. Miami, FL Republic Federal Bank, N.A. VA Greater Atlantic Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. -- None -- SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankRock River Bank Oregon, N.A. Miami, FL Republic Federal Bank, N.A. IL The Rock River Bank has NO deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule 2.1.a DO Detail Report NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 1 – Repurchase % and Stated Threshold Adjustment % Attached below as Page 43A Module 1 – Whole Bank w/ Loss Share – P&A La Jolla Bank, FSB Version 2.00 43 January 20, 0000 Xx Xxxxx, Xxxxxxxxxx SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution TO BE PROVIDED POST BANK CLOSING SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal La Jolla Bank, N.A. MiamiFSB La Jolla, FL Republic Federal California La Jolla Bank, N.A. FSB has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. TO BE PROVIDED POST BANK CLOSING SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Accounts Accounts Excluded from P&A Transaction Republic Federal BankPEOPLES FIRST COMMUNITY BANK Panama City, N.A. Miami, FL Republic Federal Bank, N.A. Florida People First Community Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadSeptember 30, 2009. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankThe First National Bank of Danville Danville, N.A. Miami, FL Republic Federal Bank, N.A. Illinois The First National Bank of Danville has NO deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule 2.1.a DO Detail Report NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assetsAssets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankCommunity First Bank Prineville, N.A. Miami, FL Republic Federal Bank, N.A. OR Community First Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached This Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits Cede & Co. deposits were $33,558,764 as of 11/03/09 consist of four accounts with a balance of $9,706,306April 13, 2009. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name TIN Active/Inactive/Dissolved/Terminated SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. Community Bank of Lemont has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankXxxxxxxx Bank Hallock, N.A. Miami, FL Republic Federal Bank, N.A. MN Xxxxxxxx Bank has NO deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the {insert date of the deposit download}. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. Community Bank of Lemont has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. California National Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section Section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report schedule below identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. MiamiOld Southern Bank Orlando, FL Republic Federal Bank, N.A. Old Southern Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1a – Subsidiary and Other Business Combination Entities Acquired SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF BANK CLOSING. Name TIN Active/Inactive/Dissolved/Terminated [THIS SCHEDULE IS TO BE REMOVED IF SCHEDULE IS NOT COMPLETED] SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Module 1 – Whole Bank w/ Loss Share – P&A Wheatland Bank Version 2.03 April 23, 0000 Xxxxxxxxxx, XX Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankWheatland Bank Naperville, N.A. Miami, FL Republic Federal Bank, N.A. IL. Wheatland Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 5, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. To be provided. SCHEDULE 3.2 - Purchase Price of Assets or assetsassets [[***NOTE TO ACQUIRER: The following will be modified to reflect the transaction consummated.]]

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted Module 1 – Whole Bank w/ Loss Share – P&A XXXXXX BANK Version 2.02 March 19, 2010 42 LOWELL, MASSACHUSETTS SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankXxxxxx Bank Lowell, N.A. MiamiMA As of February 10, FL Republic Federal Bank2010, N.A. has Xxxxxx Bank did not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the If DO accounts as of are taken between the date of the deposit download. This schedule , February 10, 2010, and the Bank Closing Date, they will be updated identified post closing with data as and made part of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306Schedule 7 to the P&A Agreement. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal BankNorth Houston Bank Houston, N.A. Miami, FL Republic Federal Bank, N.A. TX North Houston Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report schedule below identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution Accounts Excluded from P&A Transaction Republic Federal BankNevada Security Bank Reno, N.A. Miami, FL Republic Federal Bank, N.A. NV Nevada Security Bank has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the one DO accounts account with a balance of $40 million as of the date of the deposit downloadApril 9, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts To be provided post-closing. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SCHEDULE 3.1(e) - Loans Fully Secured by Assumed Deposits SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE INFORMATION PACKAGE DATE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1(v) - Other Real Estate Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGEPACKAGE DATE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.1(h) - Acquired Subsidiaries All Subsidiaries, including IndyMac Resources, Inc; IndyMac Financial Services; IndyMac Agency, Inc.; IndyMac ABS, Inc.; IndyMac MBS, Inc.; IndyMac Retained Assets, Inc.; IndyMac Securities Corporation; Loan Associates, LLC;AMC1 LLC; IndyMac Commercial Lending Corporation; and Financial Freedom Senior Funding Corporation. SCHEDULE 3.2 - Purchase Price of Assets or assetsassets SCHEDULE 3.5(k) - Securities Not Purchased AS SPECIFIED IN SECTION 3.5

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted Module 1 – Whole Bank w/ Loss Share – P&A TierOne Bank Version 2.05 June 2, 0000 Xxxxxxx, XX SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank Institution [To be provided. Schedule 2.1.a Exhibit to P&A Agreement ] SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankTierOne Bank Lincoln, N.A. Miami, FL Republic Federal Bank, N.A. has NE TierOne Bank did not report any deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTCDTC as of April 7, 2010. The DO accounts do If such funds exist at bank closing, they will not pass to the Assuming Bank Institution and are will be excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This A schedule will be updated post post-closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four the actual bank closing date if such DO accounts with a balance of $9,706,306are determined to exist at that time. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. [To be provided] SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts LibertyPointe Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankNew York, N.A. Miami, FL Republic Federal Bank, N.A. has NY LibertyPointe Bank does not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the October 30, 2009 deposit download. This schedule will be updated post closing with data as of Bank Closing date. Ownership Type Number of Groups Number of Accounts Total P&I ($) Potential Uninsured Amount ($) Depository Organization Brokered (D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. O) - - - - SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted Module 1 – Whole Bank w/ Loss Share – P&A Xxxxxx River Community Bank Version 2.00 January 20, 2010 Carson City, Nevada SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Institution TO BE PROVIDED POST BANK CLOSING Module 1 – Whole Bank To be provided. Schedule 2.1.a Exhibit to w/ Loss Share – P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankXxxxxx River Community Bank Version 2.00 January 20, N.A. Miami2010 Carson City, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Nevada SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. TO BE PROVIDED POST BANK CLOSING SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. Madisonville State Bank has no deposits associated with the Depository Organization (“DO”) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreementtransaction. The attached Schedule 2.1.a DO Detail Report schedule below identifies the DO accounts as of the date of the deposit download. This schedule will may be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule: NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Module 1 – Whole Bank w/ Loss Share – P&A First National Bank of Georgia Version 1.12 November 17, 0000 Xxxxxxxxxx, XX Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankFirst National Bank of Georgia Carrollton, N.A. Miami, FL Republic Federal Bank, N.A. Georgia First National Bank of Georgia has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the 29 DO accounts with a balance of $104,890,785 as of the date of the deposit download. This 11/09/09.This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Institution Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal BankNew Century Bank Chicago, N.A. Miami, FL Republic Federal Bank, N.A. IL New Century Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 26, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. Peoples Community Bank has no deposits associated with the Depository Organization (DO) Cede & Co Co. as Nominee for Depository Trust Company (DTC). The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section Section 2.1 of the P&A Agreement. The attached Schedule 2.1.a 2.1(a) DO Detail Report identifies identified the DO accounts as of the date of the deposit download. This schedule will be updated post post-closing with data as of Bank Closing date. D/O Brokered Deposits No Schedule 2.1a is attached as of 11/03/09 consist of four accounts with a balance of $9,706,306no DO Cede & Co. deposits were held by Peoples Community Bank, West Xxxxxxx, OH on May 31, 2009. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. Peoples Community Bank has no deposits associated with the Depository Organization (DO) Cede & Co Co. as Nominee for Depository Trust Company (DTC). The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section Section 2.1 of the P&A Agreement. The attached Schedule 2.1.a 2.1(a) DO Detail Report identifies identified the DO accounts as of the date of the deposit download. This schedule will be updated post post-closing with data as of Bank Closing date. D/O Brokered Deposits No Schedule 2.1a is attached as of 11/03/09 consist of four accounts with a balance of $9,706,306no DO Cede & Co. deposits were held by Peoples Community Bank, West Xxxxxxx, OH on May 31, 2009. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts To be provided. Schedule 2.1.a Exhibit to P&A Agreement Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. SCHEDULE 3.1 - Certain Assets Purchased SCHEDULE 3.1(e) - Loans Secured, In Whole Or In Part, By Assumed Deposits Or Deposits At Other Depository Institutions SEE ATTACHED LIST THE LIST(S) ), IF ANY, ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G.), CHARGED OFF LOANS). THE LIST(S) IF ANY, MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. THE POST CLOSING LIST(S) MAY REFLECT ALL, SOME, OR NONE OF THE LOANS THAT MEET THE CRITERIA OF DEPOSIT SECURED LOANS AND MAY CONTAIN LOANS NOT PREVIOUSLY LISTED FOR THIS SCHEDULE, INCLUDING LOANS THAT MET THE CRITERIA OF DEPOSIT SECURED LOANS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. SCHEDULE 3.1(i) - Acquired Subsidiaries NONE SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement 128128Schedule 2.1a – Excluded Deposit Accounts Accounts Excluded from P&A Transaction Republic Federal BankStatewide Bank Covington, N.A. Miami, FL Republic Federal Bank, N.A. has LA Statewide Bank does not have deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing datedate if DO accounts are discovered then. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankWesternbank Puerto Rico San Xxxx, N.A. Miami, FL Republic Federal Bank, N.A. Puerto Rico Westernbank Puerto Rico has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a 2.1(a) DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 24, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O WESTERNBANK_Port folio Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Deposi SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be providedprovided post-closing. Schedule 2.1.a Exhibit to P&A Agreement SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Excluded from P&A Transaction Republic Federal Bank, N.A. Miami, FL Republic Federal Bank, N.A. California National Bank has no deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section Section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report schedule below identifies the DO accounts as of the date of the deposit download. This schedule will be updated post closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Schedule NONE SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank To be provided. Schedule 2.1.a Exhibit to P&A Agreement Institution SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankWesternbank Puerto Rico San Xxxx, N.A. Miami, FL Republic Federal Bank, N.A. Puerto Rico Westernbank Puerto Rico has deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTC. The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a 2.1(a) DO Detail Report identifies the DO accounts as of the date of the deposit downloadFebruary 24, 2010. This schedule will be updated post closing with data as of Bank Closing date. D/O WESTERNBANK_Port folio Brokered Deposits as of 11/03/09 consist of four accounts with a balance of $9,706,306. Deposi SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. SCHEDULE 3.2 - Purchase Price of Assets or assets

Survival of Covenants, Etc. The covenants, representations, and warranties in this Agreement shall survive the execution of this Agreement and the consummation of the transactions contemplated hereunder. [Signature Page Follows] Redacted Module 1 – Whole Bank w/ Loss Share – P&A TierOne Bank Version 2.05 June 2, 0000 Xxxxxxx, XX Redacted Redacted Redacted Redacted Redacted SCHEDULE 2.1 - Certain Liabilities Assumed by the Assuming Bank Institution [To be provided. Schedule 2.1.a Exhibit to P&A Agreement ] SCHEDULE 2.1(a) – Excluded Deposit Liability Accounts Accounts Excluded from P&A Transaction Republic Federal BankTierOne Bank Lincoln, N.A. Miami, FL Republic Federal Bank, N.A. has NE TierOne Bank did not report any deposits associated with the Depository Organization (DO) Cede & Co as Nominee for DTCDTC as of April 7, 2010. The DO accounts do If such funds exist at bank closing, they will not pass to the Assuming Bank Institution and are will be excluded from the transaction as described in section 2.1 of the P&A Agreement. The attached Schedule 2.1.a DO Detail Report identifies the DO accounts as of the date of the deposit download. This A schedule will be updated post post-closing with data as of Bank Closing date. D/O Brokered Deposits as of 11/03/09 consist of four the actual bank closing date if such DO accounts with a balance of $9,706,306are determined to exist at that time. SCHEDULE 3.1 - Certain Assets Purchased SEE ATTACHED LIST THE LIST(S) ATTACHED TO THIS SCHEDULE (OR SUBSCHEDULE(S)) AND THE INFORMATION THEREIN, IS AS OF THE DATE OF THE MOST RECENT PERTINENT DATA MADE AVAILABLE TO THE ASSUMING BANK INSTITUTION AS PART OF THE INFORMATION PACKAGE. IT WILL BE ADJUSTED TO REFLECT THE COMPOSITION AND BOOK VALUE OF THE LOANS AND ASSETS AS OF THE DATE OF BANK CLOSING. THE LIST(S) MAY NOT INCLUDE ALL LOANS AND ASSETS (E.G., CHARGED OFF LOANS). THE LIST(S) MAY BE REPLACED WITH A MORE ACCURATE LIST POST CLOSING. [To be provided] SCHEDULE 3.2 - Purchase Price of Assets or assets