0001144204-11-014733 Sample Contracts

EXCHANGE AGREEMENT
Exchange Agreement • March 15th, 2011 • Cascade Bancorp • State commercial banks • New York

THIS EXCHANGE AGREEMENT (this “Agreement”) dated as of November 11, 2010, is entered into by and among CASCADE BANCORP (“Cascade Bancorp”), COHEN & COMPANY FINANCIAL MANAGEMENT, LLC (“Predecessor Collateral Manager”), as predecessor collateral manager for ALESCO PREFERRED FUNDING XI, LTD., and ALESCO PREFERRED FUNDING XI, LTD. (“Alesco XI”), and, solely for the purpose of acknowledging its agreement to Sections 5(b) and 5(c) of this Agreement, ATP MANAGEMENT LLC, as successor collateral manager for Alesco XI (“Current Collateral Manager”).

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EXCHANGE AGREEMENT
Exchange Agreement • March 15th, 2011 • Cascade Bancorp • State commercial banks • New York

THIS EXCHANGE AGREEMENT (this “Agreement”) dated as of November 11, 2010, is entered into by and among CASCADE BANCORP (“Cascade Bancorp”), COHEN & COMPANY FINANCIAL MANAGEMENT, LLC (“Predecessor Collateral Manager”), as predecessor collateral manager for ALESCO PREFERRED FUNDING XIV, LTD., and ALESCO PREFERRED FUNDING XIV, LTD. (“Alesco XIV”), and, solely for the purpose of acknowledging its agreement to Sections 5(b) and 5(c) of this Agreement, ATP MANAGEMENT LLC, as successor collateral manager for Alesco XIV (“Current Collateral Manager”).

EXCHANGE AGREEMENT
Exchange Agreement • March 15th, 2011 • Cascade Bancorp • State commercial banks • New York

THIS EXCHANGE AGREEMENT (this “Agreement”) dated as of November 11, 2010, is entered into by and among CASCADE BANCORP (“Cascade Bancorp”), COHEN & COMPANY FINANCIAL MANAGEMENT, LLC (“Collateral Manager”), as collateral manager for ALESCO PREFERRED FUNDING VI, LTD., and ALESCO PREFERRED FUNDING VI, LTD. (“Alesco VI”).

EXCHANGE AGREEMENT
Exchange Agreement • March 15th, 2011 • Cascade Bancorp • State commercial banks • New York

THIS EXCHANGE AGREEMENT (this “Agreement”) dated as of November 11, 2010, is entered into by and among CASCADE BANCORP (“Cascade Bancorp”), COHEN & COMPANY FINANCIAL MANAGEMENT, LLC (“Predecessor Collateral Manager”), as predecessor collateral manager for ALESCO PREFERRED FUNDING X, LTD., and ALESCO PREFERRED FUNDING X, LTD. (“Alesco X”), and, solely for the purpose of acknowledging its agreement to Sections 5(b) and 5(c) of this Agreement, ATP MANAGEMENT LLC, as successor collateral manager for Alesco X (“Current Collateral Manager”).

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