purchase and assumption agreement whole bank all deposits - FDIC
purchase and assumption agreement whole bank all deposits - FDIC
purchase and assumption agreement whole bank all deposits - FDIC
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othen:vise specific<strong>all</strong>y provided in this Agreement, nothing expressed or referred to in this<br />
Agreement is intended or sh<strong>all</strong> be construed to give any Person other than the Receiver, the<br />
Corporation <strong>and</strong> the Assuming Bank any legal or equitable right, remedy or claim under or with<br />
respect to this Agreement or any provisions contained herein, it being the intention ofthe parties<br />
hereto that this Agreement, the obligations <strong>and</strong> statements ofresponsibilities hereunder, <strong>and</strong> <strong>all</strong><br />
other conditions <strong>and</strong> provisions hereof are for the sole <strong>and</strong> exclusive benefit ofthe Receiver, the<br />
Corporation <strong>and</strong> the Assuming Bank <strong>and</strong> for the benefit ofno other Person.<br />
13.6 Modification; Assignment. No amendment or other modification, rescission,<br />
release, or assignment of any part ofthis Agreement sh<strong>all</strong> be effective except pursuant to a<br />
written <strong>agreement</strong> subscribed by the duly authorized representatives ofthe parties hereto.<br />
13.7 Notice. Any notice, request, dem<strong>and</strong>, consent, approval or other communication<br />
to any party hereto sh<strong>all</strong> be effective when received <strong>and</strong> sh<strong>all</strong> be given in writing, <strong>and</strong> delivered<br />
in person against receipt therefore, or sent by certified mail, postage prepaid, courier service,<br />
telex, facsimile transmission or email to such party (with copies as indicated below) at its address<br />
set forth below or at such other address as it sh<strong>all</strong> hereafter furnish in writing to the other parties.<br />
All such notices <strong>and</strong> other communications sh<strong>all</strong> be deemed given on the date received by the<br />
addressee.<br />
Assuming Bank<br />
California Bank & Trust<br />
11622 El Camino Road, Suite 200<br />
San Diego, CA 92130<br />
Attention: Dennis Uyemura, Managing Director/CFO<br />
with a copy to: Alvin Lee<br />
Senior Vice President<br />
Zions Bancorporation<br />
300 Lakeside Drive, Eighth Floor<br />
Oakl<strong>and</strong>, CA 94612<br />
Receiver <strong>and</strong> Corporation<br />
Federal Deposit Insurance Corporation,<br />
Receiver ofAlliance Bank<br />
1601 Bryan Street, Suite 1700<br />
D<strong>all</strong>as, Texas 75201<br />
Attention: Deputy Director (DRR-Field Operations Branch)<br />
with copy to: Regional Counsel (Litigation Branch)<br />
<strong>and</strong> with respect to notice under Article XII:<br />
Whole Bank P&A w/Loss Sharing Alliance Bank<br />
35<br />
February 6, 2009 Culver City, CA