Loss Share Agreements

Losses resulting from covered single-family loans from Decatur First Bank may be repaid until 2021 as part of the single-family home loss-making agreement between the bank and the FDIC; however, the bank and the FDIC denounced the agreement in June 2018, as discussed above. 1 “FDIC: Changes to Loss-Share Structure Will Take Effect in April. Published by SNL Financial, LC, March 26, 2010. As an alternative to the forced execution or comparable conversion of Collateral`s property, the service may, subject to the terms of a applicable loss-share agreement, sell an asset in default if the service manager finds that such a sale is likely to increase the amount of the proceeds of the liquidation and that the sale of an asset in default by the service is carried out in a manner expected of the service provider in a reasonable manner. This omnibus agreement enters into force from the date on which (a) all sites on the signature pages have executed the omnibus agreement; and (b) all entities on the signature pages, each of the SJSA mastercards, which agreed to amend the exchange judgment allocation agreement and agreed to amend the loss-sharing agreement (the “effective date”). Without restricting the universality of the above, each of the lenders authorizes and orders the administrative officer and/or collateral agent to bind each lender to the deeds that that lender requires under the lenders` loss-sharing agreement and any agreement between creditors, including the inter-commission agreement. VIST will do everything in its power to induce or facilitate the FDIC`s divestment of the FDIC loss-share agreement on terms satisfactory to Tompkins, provided, however, that the FDIC Loss Participation Agreement may be terminated at Tompkins` sole discretion and instead of a transfer on terms acceptable to Tompkins. To discuss key considerations before and after the acquisition or to discuss in more detail the specific situation of your institution, contact Andy Gibbs (gibbsa@mercercapital.com) or Jay Wilson (wilsonj@mercercapital.com) at 901.685.2120. The FDIC authorized the transfer of the FDIC loss participation agreement to Tompkins on satisfactory terms for Tompkins. In order to avoid any doubt, each lender agrees that any loan term converted into an extended-maturity loan (and that the lender granting such an extended-maturity loan) remains subject to the loss-sharing contract to the same extent as the term loan from which an extended-maturity loan was converted. The parties acknowledge that DBS is a wholly-related subsidiary of DBAG and that DBAG and DBS are parties to a profit-sharing and loss-sharing agreement. 2 “FDIC Moves Ahead with Creative Thinking, Cheaper Failures” by Nathan Stovall. Published by SNL Financial, LC, April 20, 2010.

In the context of these changes, several interesting questions have emerged and should be considered when your institution follows a failing bank. For banks considering the acquisition of a failing bank, consideration should be given to changing the terms of a series of FDIC-supported transactions announced in the second quarter of 2010 prior to the development of the bids. Here are some of the changes to the terms and conditions that have emerged in previous transactions: NBTC will make reasonable commercial efforts to terminate the obligations arising from the FDIC loss share agreement. In addition, any lender (including as a secure product supplier) authorizes the administrative officer and/or collateral agent to conclude, on behalf of that lender, the agreement on the distribution of losses suffered by lenders, any other inter-inclusive agreement (including the agreements under Section 9.01(vi)) (including the agreements under Section 9.01(vi)) and any related changes to them.