0001193125-13-136900 Sample Contracts

EXCHANGE AGREEMENT
Exchange Agreement • April 1st, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered • California

This Exchange Agreement (“Agreement”) is entered into by and among the Interinsurance Exchange of the Automobile Club, located at 3333 Fairview Road, Costa Mesa, California 92626 (“IEAC”), the Automobile Club of Southern California, located at 3333 Fairview Road, Costa Mesa, California 92626 (the “Club,” and, collectively with IEAC, “AAA”) and Broadway Financial Corporation, located at 4800 Wilshire Boulevard, Los Angeles, California 90010 (“Broadway”) with reference to the following facts:

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EXCHANGE AGREEMENT by and between BROADWAY FINANCIAL CORPORATION and THE UNITED STATES DEPARTMENT OF THE TREASURY Dated as of February 10, 2012
Exchange Agreement • April 1st, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered • New York

EXCHANGE AGREEMENT, dated as of February 10, 2012 (this “Agreement”) by and between Broadway Financial Corporation, a Delaware corporation (the “Company”), and the United States Department of the Treasury (the “Investor”). All capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in the Securities Purchase Agreement.

Stock Purchase Agreement
Stock Purchase Agreement • April 1st, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered • Delaware

This Stock Purchase Agreement (“Agreement”) is entered into and dated as of July 2, 2012, by Broadway Financial Corporation, a Delaware corporation (the “Company”), and Albert O. Maddox and Dorothy Deloise Maddox as Trustees U/D/T dated February 19, 1991 (the “Purchaser”).

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