Excluded Deposits definition

Excluded Deposits means (w) those deposit liabilities that are or would be considered “brokered deposits” for purposes of the rules and regulations of the FDIC, any of which, as of the date hereof, are listed on Exhibit 1.1(e)(i), (x) Escheat Deposits, (y) those deposit liabilities (i) related to a financial advisory relationship with Seller’s Xxxxxxx Xxxxx Wealth Management or US Trust divisions, (ii) related to a client managed relationship in Seller’s Business Banking, Middle Market, or Large Corporate divisions or any other non-retail division, (iii) linked to affinity relationships or programs set forth on Exhibit 1.1(e)(iii) (and such Exhibit 1.1(e)(iii) shall be updated by Seller as of 5:00 p.m., Eastern time, on the date that is five (5) Business Days prior to the Closing Date (and delivered to Purchaser on or before the date that is three (3) Business Days prior to the Closing Date), or (iv) that constitute security for loans that are not to be transferred to Purchaser under the terms of this Agreement, and (z) those deposit liabilities that have been opened by an employee (other than a Transferred Employee) or former employee of Bank of America Corporation.

Excluded Deposits means (w) those deposit liabilities that are or would be considered “brokered deposits” for purposes of the rules and regulations of the FDIC, (x) Escheat Deposits, (y) those deposit liabilities that constitute security for loans that are not to be transferred to Purchaser under the terms of this Agreement, and (z) those deposit liabilities that have been opened by an employee (other than a Transferred Employee) or former employee of Seller.

Excluded Deposits means (x) Escheat Deposits, (y) those deposit liabilities that constitute security for loans that are not being transferred to Purchaser under the terms of this Agreement, and (z) those deposit liabilities that have been opened by an employee (other than a Transferred Employee) of Seller.

Examples of Excluded Deposits in a sentence

• The deposit accounts listed on Schedule 1.1(c) constitutes a substantially complete list of all deposit accounts (other than accounts relating to Excluded Deposits) open at the Branches as of the date of this Agreement.

• Purchaser shall cooperate with Seller and take reasonable steps requested by Seller to ensure that for sixty (60) days after the Conversion Date, Items encoded for presentment to Purchaser and which relate to the Excluded Deposits and Excluded Loans are delivered in a timely manner and in accordance with applicable law and clearinghouse rules or agreement.

• Sellers and Purchaser will develop appropriate procedures and arrangements to provide for settlement by Seller of Items which are presented or delivered to Purchaser after the Conversion Date and which relate to the Excluded Deposits and Excluded Loans, all of which shall be provided by Purchaser without expense to Seller for a period of sixty (60) days after the Conversion Date.

• Subject to the provisions of Article IX hereof, as consideration for the assumption of the Liabilities, Seller shall pay to Purchaser an amount (the “Cash Payment”) in United States dollars, which shall be equal to (a) one hundred percent (100%) of the aggregate amount of the Deposits and purchased Excluded Deposits, if any, as of Close of Business on the Closing Date, minus (b) the Aggregate Asset Value, minus (c) the Deposit Premium.

• Except with the written consent of Seller, between the date hereof and the Closing Date, Purchaser and its Affiliates shall not undertake any marketing or advertising efforts specifically directed to Sellers’ customers or take any other action intended to reduce the amount of the Deposits or Excluded Deposits as of the Closing Date.

More Definitions of Excluded Deposits

Excluded Deposits means all of Seller’s obligations and liabilities relating to Seller’s deposit accounts at the Branches that are (a) Excluded IRAs or (b) subject to any order, agreement or encumbrance that materially restricts the payment of funds from such accounts at Branches.

Excluded Deposits means (x) those deposit liabilities that are or would be considered “brokered deposits” for purposes of the rules and regulations of the FDIC, any of which, as of the date hereof, are listed on Exhibit 1.1(e), (y) Escheat Deposits, and (z) deposit liabilities with respect to deposit accounts held in name of an employee of Seller who is not a Transferred Employee.

Excluded Deposits means: (i) all wholesale commercial deposits (i.e., with account analysis or cash management services); and (ii) certain business related deposit liabilities excluded by Seller. All Excluded Deposits have been previously removed from deposit lists provided to Purchaser.

Excluded Deposits means all of the following Deposits existing on the Closing Date: (i) Deposits listed on Schedule 1.3, as updated on the Closing Date, (ii) Deposits excluded pursuant to Section 2.4(b) or 4.11 or excluded by mutual written agreement of Seller and Purchaser, (iii) Deposits specifically securing, pursuant to express terms of Loan documents, Loans or other extensions of credit by Seller, (iv) Deposits held in accounts for which Seller acts as fiduciary (other than IRAs assigned to Purchaser under Section 2.4), (v) Deposits subject to legal process as shown on Records, (vi) Deposits which are treated as abandoned property under Florida abandoned property laws, (vii) Deposits held in any XXX where the account holder has notified Seller or Purchaser of his, her or its objection to Purchaser acting as custodian of such XXX, (viii) Deposits held in the name of Seller or any of its affiliated entities as depositor, (ix) Deposits represented by official checks, travelers checks, money orders, or certified checks of Seller, (x) accounts designated as “closed” on the books and records of Seller, and (xi) certain Deposits selected by Seller that relate to depositors who have Loans related to the Branches; provided that, the amount of such Deposits shall not exceed two percent (2%) of all of the Deposits at any Branch.

Excluded Deposits means all Deposit Liabilities (a) owned by employees of Seller or any of its Affiliates (other than Transferred Employees), (b) securing, guaranteeing or otherwise relating to any loan that is not a Loan, (c) except as otherwise agreed to by Purchaser and Seller, that are deposits of customers who have, or whose related businesses have, significant business relationships with other offices of Seller not included in the Branches, (d) over which Seller or its Affiliates will continue to have investment authority or discretion following the Closing Date, (e) subject to a legal impediment to transfer or subject to pending or threatened litigation, and (f) that are cashier checks, money orders, travelers checks and expense checks issued before the Closing Date and cash items paid by Seller but not cleared before the Closing Date.

Excluded Deposits means all Deposit Liabilities (a) owned by employees of Seller or its Affiliates (other than Transferred Employees) or Affiliates of Seller and (b) which were assumed by Seller in connection with the consummation of the transactions contemplated by the Contribution Agreement, in each case as exists at the close of business on the Closing Date.

Excluded Deposits means: (i) all wholesale commercial deposits (i.e., with account analysis or cash management services); and (ii) certain business related deposit liabilities excluded by Seller.