0000950123-14-003069 Sample Contracts

SMALL BUSINESS LENDING FUND – SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 11th, 2014 • Live Oak Bancshares, Inc. • State commercial banks • New York

THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the Effective Date set forth above (the “Signing Date”) between the Secretary of the Treasury (“Treasury”) and the Company named above (the “Company”), an entity existing under the laws of the Jurisdiction of Organization stated above in the Organizational Form stated above. The Company has elected to participate in Treasury’s Small Business Lending Fund program (“SBLF”). This Agreement contains the terms and conditions on which the Company intends to issue subordinated debentures to Treasury, which Treasury will purchase using funds appropriated under SBLF.

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TAX SHARING AGREEMENT
Tax Sharing Agreement • March 11th, 2014 • Live Oak Bancshares, Inc. • State commercial banks • North Carolina

THIS TAX SHARING AGREEMENT (hereinafter “Agreement”) is entered into by and between LIVE OAK BANKING COMPANY (hereinafter referred to as the “Bank”) and LIVE OAK BANCSHARES, INC., the parent holding company of the Bank (hereinafter referred to as the “Holding Company”).

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