Shared Loss Agreement


(c) Limiting payment of shared losses. If the payee fails to make payments relating to a debit of an asset at shared loss in accordance with this Section 2.1 or finds that a payment has been made unlawfully, the acquiring institution and the insolvency administrator shall, after final settlement, make such accounting adjustments and payments as may be necessary to give retroactive effect to those corrections. Failure to manage assets or assets with shared loss or securities with shared loss in accordance with Article III shall, at the discretion of the insolvency practitioner, constitute a ground for the loss of coverage of the shared loss in connection with such a shared loss loan. “Service Amount for the Period” means, for each twelve-month period in respect of each of the loss-sharing arrangements in which the loss-sharing provisions of the applicable shared loss agreement are in force, the proceeds of (i) the simple average of the nominal amount of the shared loss loans and shared loss assets (other than shared loss securities) (each as defined in shared loss agreements); where applicable, at the beginning of such a period and at the end of that period, (ii) one per cent (1%). (iv) With the exception of portfolio sales, sale or other sale of other real estate, ORE or additional subsidiaries to a person other than an affiliate of the acquiring institution, which is made in an economically reasonable and prudent manner, or other sales or assignments to which the insolvency administrator has consented, losses incurred in connection with the sale or other disposal of the shared loss assets or securities of a person`s shared loss is incurred, not debits. 6.6 Cumulative Rights. Except as expressly provided herein, the rights of either party under this Business Loss Agreement are cumulative, may be exercised as often as either party deems appropriate, and apply in addition to the rights of each of those parties.153 under the Purchase and Sale Agreement and any of the related agreements or the law. Except as expressly provided herein, any failure to exercise or delay in exercising any of these rights, or any partial or defective exercise of these rights, shall not be deemed a waiver or modification of this or any other right. – 1: A summary report of the total covered losses for the quarter and the derivation of the FDIC part of the covered loss (xi) The parties may extend any period of this section 2.1 (f) by mutual agreement. Notwithstanding the foregoing, no dispute shall be submitted to an Audit Committee until each member of the Audit Committee and each alternate member, as the case may be, agree to be bound by the provisions of this Section 2.1(f) to the extent that they apply to members of an Audit Committee. Before the opening of the procedure of the Examination Board or, in the case of an alternate neutral member, before the resumption of those proceedings after such replacement, the neutral member shall take a written oath of impartiality.

“New Loans for Shared Losses” means loans that would otherwise be subject to loss-sharing under this Loss-Sharing Business Agreement and that were issued after January 15, 2010 and prior to the Bank`s closing. – 3: A performance report on the outstanding amount of commercial and other assets in the pool under the loss share “Cumulative Service Amount” means the sum of the service amounts for the period for each consecutive twelve-month period preceding and ending on the valuation date of the adjustment in relation to each of the loss-sharing agreements in which the loss-sharing provisions of the loss-sharing agreement applicable are in force. (vi) Payments made by the beneficiary under this loss-sharing commercial agreement are administrative costs for the beneficiary. To the extent that the insolvency administrator requires funds for the payment of shared losses under this shared loss business agreement, the insolvency administrator must request funds from the FDIC as part of its corporate function under the amended Loan and Security Framework Agreement (“MLSA”). The insolvency administrator will not accept any amendment to the MLSA that would prevent the insolvency administrator from using the MLSA to fund loss-sharing payments. (iii) No dispute may be submitted to a review panel by either party to this loss-sharing trade agreement unless that party has provided written notice of the dispute to the other party (“Notice of Dispute”). During the period of forty-five (45) days following the publication of notice of the Dispute, the parties to the Dispute will make every effort in good faith to resolve the Dispute by mutual agreement. As part of these bona fide efforts, the parties should consider using less formal dispute resolution techniques that are deemed appropriate by each party in its sole discretion. These techniques may include, but are not limited to, mediation, comparative conferencing and early neutral assessment. If, subject to Article 3.7, the parties (d) do not enter into a contract with third parties for the provision of services the cost of which would be recoverable costs or recovery costs, if the acquiring institution had itself provided those services, if the relevant shared loss assets would not be subject to the loss-sharing provisions of section 2.1 of this loss-sharing commercial agreement. In addition to the notice provisions of Article 13.7 of the Purchase and Takeover Agreement, any notice, demand, request, consent, approval or other communication (a “Notice”) given to the Company and/or the Insolvency Practitioner in connection with the division of losses shall be as follows: – A quarterly list of assets with covered losses 4.2 Calculation of capital gain or loss. For assets at shared loss, the gains or losses resulting from the sales referred to in section 4.1 shall be calculated as the aggregate selling price received by the acquiring institution, less the total book value of the remaining assets for shared losses.

– 2: A Summary Report on the Commercial and Other Portfolio and on The Losses and Recoveries Covered This loss-sharing agreement for certain loans and other assets (the “Loss Sharing Commercial Agreement”) applies when the acquiring institution acquires loss-sharing assets within the meaning of this term. . . .