Common use of Access; Confidentiality Clause in Contracts

Access; Confidentiality. (a) MWCB shall permit EBSB and its representatives reasonable access to its properties and make available to them all books, papers and records relating to the assets, properties, operations, obligations and liabilities of MWCB, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants’ work papers, litigation files, plans affecting employees, and any other business activities or prospects in which EBSB may have a reasonable interest (provided that MWCB shall not be required to provide access to any information that would violate its attorney-client privilege or any employee or customer privacy policies, laws or regulations). MWCB shall make its respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB and its representatives. MWCB shall provide in a timely manner to East Boston Savings Bank’s officer in charge of retail banking copies of current rate sheets for all deposit and loan products. MWCB shall permit EBSB, at its expense, to cause a “Phase I Environmental Audit” and a “Phase II Environmental Audit” to be performed at any physical location owned or occupied by MWCB. (b) EBSB agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other party. (c) In addition to the access permitted by subparagraph (a) above, from the date of this Agreement through the Closing Date, MWCB shall permit employees of East Boston Savings Bank reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCB. (d) Except as specifically set forth herein, EBSB and MWCB mutually agree to be bound by the Reciprocal Confidentiality Agreement, dated as of June 4, 2009 previously executed by the parties hereto, which agreement is hereby incorporated herein by reference. The parties hereto agree that such provision shall continue in accordance with its respective terms, notwithstanding any termination of this Agreement.

Access; Confidentiality. (a) MWCB Heritage Bank shall permit EBSB Baltimore County Bank and its representatives reasonable access to its properties during normal business hours, and shall disclose and make available to them all books, papers and records relating to the assets, properties, operations, obligations and liabilities of MWCBHeritage Bank, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other thereof)(other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authorityRegulatory Authority, accountants’ ' work papers, litigation files, except as necessary to preserve any attorney/client privilege, plans affecting employees, and any other business activities or prospects in which EBSB BCSB may have a reasonable interest (provided that MWCB shall not be required to provide access to any information that would violate its attorney-client privilege or any employee or customer privacy policies, laws or regulations)interest. MWCB Heritage Bank shall make its respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB Baltimore County Bank and its representatives. MWCB WHG and Heritage Bank shall provide each permit a representative of Baltimore County Bank to attend any meeting of its Board of Directors or the Executive Committees thereof (provided that neither WHG nor Heritage Bank shall be required to permit the Baltimore County Bank representative to remain present during any confidential discussion of the Agreement and the transactions contemplated thereby). The parties will hold all such information delivered in a timely manner confidence to East Boston Savings the extent required by, and in accordance with, the provisions of the confidentiality agreement, dated January 7, 2002, between FinPro, Inc., on behalf of Heritage Bank’s officer in charge of retail banking copies of current rate sheets for all deposit , and loan productsBCSB (the "Confidentiality Agreement"). MWCB Heritage Bank shall permit EBSBBaltimore County Bank, at its Baltimore County Bank's sole expense, to cause a “Phase "phase I Environmental Audit” environmental audit" and a “Phase "phase II Environmental Audit” environmental audit" to be performed at any physical location owned or occupied by MWCBHeritage Bank, provided that any phase I environmental audit is contracted for within thirty days of the date of this Agreement and commenced as soon as practicable thereafter. (b) EBSB BCSB agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other party. (c) In addition to the access permitted by subparagraph (a) above, from the date of this Agreement through the Closing Date, MWCB Heritage Bank and each WHG Subsidiary shall permit employees of East Boston Savings Baltimore County Bank reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCBHeritage Bank. (d) Except as specifically set forth hereinIf the transactions contemplated by this Agreement shall not be consummated, EBSB Heritage Bank and MWCB mutually agree Baltimore County Bank will each destroy or return all documents and records obtained from the other party or its representatives during the course of its investigation and will cause all information with respect to the other party obtained pursuant to this Agreement or preliminarily thereto to be bound by kept confidential, except to the Reciprocal Confidentiality Agreement, dated as extent such information becomes public through no fault of June 4, 2009 previously executed by the parties hereto, which agreement party to whom the information was provided or any of its representatives or agents and except to the extent disclosure of any such information is hereby incorporated herein by referencelegally required. The parties hereto agree that such provision shall continue in accordance with its respective terms, notwithstanding any termination of this Agreement.Heritage Bank

Access; Confidentiality. (a) MWCB Heritage Bank shall permit EBSB Baltimore County Bank and its representatives reasonable access to its properties during normal business hours, and shall disclose and make available to them all books, papers and records relating to the assets, properties, operations, obligations and liabilities of MWCBHeritage Bank, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other thereof)(other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authorityRegulatory Authority, accountants’ ' work papers, litigation files, except as necessary to preserve any attorney/client privilege, plans affecting employees, and any other business activities or prospects in which EBSB BCSB may have a reasonable interest (provided that MWCB shall not be required to provide access to any information that would violate its attorney-client privilege or any employee or customer privacy policies, laws or regulations)interest. MWCB Heritage Bank shall make its respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB Baltimore County Bank and its representatives. MWCB WHG and Heritage Bank shall provide each permit a representative of Baltimore County Bank to attend any meeting of its Board of Directors or the Executive Committees thereof (provided that neither WHG nor Heritage Bank shall be required to permit the Baltimore County Bank representative to remain present during any confidential discussion of the Agreement and the transactions contemplated thereby). The parties will hold all such information delivered in a timely manner confidence to East Boston Savings the extent required by, and in accordance with, the provisions of the confidentiality agreement, dated January 7, 2002, between FinPro, Inc., on behalf of Heritage Bank’s officer in charge of retail banking copies of current rate sheets for all deposit , and loan productsBCSB (the "Confidentiality Agreement"). MWCB Heritage Bank shall permit EBSBBaltimore County Bank, at its Baltimore County Bank's sole expense, to cause a “Phase "phase I Environmental Audit” environmental audit" and a “Phase "phase II Environmental Audit” environmental audit" to be performed at any physical location owned or occupied by MWCBHeritage Bank, provided that any phase I environmental audit is contracted for within thirty days of the date of this Agreement and commenced as soon as practicable thereafter. (b) EBSB BCSB agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other party. (c) In addition to the access permitted by subparagraph (a) above, from the date of this Agreement through the Closing Date, MWCB Heritage Bank and each WHG Subsidiary shall permit employees of East Boston Savings Baltimore County Bank reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCBHeritage Bank. (d) Except as specifically set forth hereinIf the transactions contemplated by this Agreement shall not be consummated, EBSB Heritage Bank and MWCB mutually agree Baltimore County Bank will each destroy or return all documents and records obtained from the other party or its representatives during the course of its investigation and will cause all information with respect to the other party obtained pursuant to this Agreement or preliminarily thereto to be bound by kept confidential, except to the Reciprocal Confidentiality Agreement, dated as extent such information becomes public through no fault of June 4, 2009 previously executed by the parties hereto, which agreement party to whom the information was provided or any of its representatives or agents and except to the extent disclosure of any such information is hereby incorporated herein by referencelegally required. The parties hereto agree that Heritage Bank and Baltimore County Bank shall each give prompt written notice to the other party of any contemplated disclosure where such provision shall continue in accordance with its respective terms, notwithstanding any termination of this Agreementdisclosure is so legally required.

Access; Confidentiality. (a) MWCB Each of NBF and the NBF Subsidiaries shall permit EBSB Provident Bank and its representatives reasonable access to its properties properties, and shall disclose and make available to them all books, papers and records relating to the assets, properties, operations, obligations and liabilities of MWCBNBF and its subsidiaries, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other thereof)(other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants’ ' work papers, litigation files, except as necessary to preserve any attorney/client privilege, plans affecting employees, and any other business activities or prospects in which EBSB Provident Bancorp may have a reasonable interest (provided that MWCB shall not be required to provide access to any information that would violate its attorney-client privilege or any employee or customer privacy policies, laws or regulations)interest. MWCB NBF shall make its respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB Provident Bank and its representatives. MWCB shall provide in a timely manner to East Boston Savings Bank’s officer in charge of retail banking copies of current rate sheets for all deposit and loan products. MWCB NBF shall permit EBSBa representative of Provident Bank to attend any meeting of NBF's Board of Directors or the Executive Committees thereof (provided that NBF shall not be required to permit the Provident Bank representative to remain present during any confidential discussion of the Agreement and the transactions contemplated thereby). The parties will hold all such information delivered in confidence to the extent required by, and in accordance with, the provisions of the confidentiality agreement, dated August , 2001, between NBF and Provident Bancorp (the "Confidentiality Agreement"). NBF shall permit Provident Bank, at its Provident Bank's expense, to cause a “Phase "phase I Environmental Audit” environmental audit" and a “Phase "phase II Environmental Audit” environmental audit" to be performed at any physical location owned or occupied by MWCBNBF, provided that any phase I environmental audit is contracted for within thirty days of the date of this agreement and commenced as soon as practicable thereafter. (b) EBSB Provident Bancorp agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other party. (c) In addition to the access permitted by subparagraph (a) above, from the date of this Agreement through the Closing Date, MWCB NBF and each NBF Subsidiary shall permit employees of East Boston Savings Provident Bank reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCBNBF. (d) Except as specifically set forth hereinIf the transactions contemplated by this Agreement shall not be consummated, EBSB NBF and MWCB mutually agree Provident Bank will each destroy or return all documents and records obtained from the other party or its representatives during the course of its investigation and will cause all information with respect to the other party obtained pursuant to this Agreement or preliminarily thereto to be bound by kept confidential, except to the Reciprocal Confidentiality Agreement, dated as extent such information becomes public through no fault of June 4, 2009 previously executed by the parties hereto, which agreement party to whom the information was provided or any of its representatives or agents and except to the extent disclosure of any such information is hereby incorporated herein by referencelegally required. The parties hereto agree that NBF and Provident Bank shall each give prompt written notice to the other party of any contemplated disclosure where such provision shall continue in accordance with its respective terms, notwithstanding any termination of this Agreementdisclosure is so legally required.

Access; Confidentiality. (a) MWCB Each of Prestige Bancorp and Prestige Bank shall permit EBSB Northwest Bancorp and its representatives reasonable access to its properties properties, and shall disclose and make available to them all books, papers and records relating to the assets, properties, operations, obligations and liabilities of MWCBPrestige Bancorp and Prestige Bank, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholdersshareholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants’ ' work papers, litigation files, plans affecting employees, and any other business activities or prospects in which EBSB Northwest Bancorp may have a reasonable interest (provided that MWCB Prestige Bancorp shall not be required to provide access to any information that would violate its its, or Prestige Bank's, attorney-client privilege or any employee would violate applicable law, regulation, or customer privacy policies, laws or regulationsconfidentiality agreement identified in Prestige Bancorp Disclosure Schedule 5.02(a)). MWCB Prestige Bancorp and Prestige Bank shall make its their respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB Northwest Bancorp and its representatives. MWCB In addition, from the date of this Agreement through the Closing Date, Prestige Bancorp and Prestige Bank shall provide permit employees of Northwest Bancorp reasonable access to information relating to problem loans, loan restructurings and loan workouts of Prestige Bancorp and Prestige Bank. The parties will hold all such information delivered in confidence to the extent required by, and in accordance with, the provisions of confidentiality set forth in a timely manner to East Boston Savings Bank’s officer in charge of retail banking copies of current rate sheets for all deposit letter agreement, dated October 9, 2001, between Prestige Bancorp and loan products. MWCB shall permit EBSB, at its expense, to cause a “Phase I Environmental Audit” and a “Phase II Environmental Audit” to be performed at any physical location owned or occupied by MWCBNorthwest Bancorp (the "Confidentiality Agreement"). (b) EBSB Northwest Bancorp agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other partyPrestige Bancorp and Prestige Bank. (c) In addition If the transactions contemplated by this Agreement shall not be consummated, Prestige Bancorp and Northwest Bancorp will each destroy or return all documents and records obtained from the other party or its representatives, during the course of its investigation and will cause all information with respect to the access permitted by subparagraph (a) above, from the date of other party obtained pursuant to this Agreement through the Closing Date, MWCB shall permit employees of East Boston Savings Bank reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCB. (d) Except as specifically set forth herein, EBSB and MWCB mutually agree or preliminarily thereto to be bound by kept confidential, except to the Reciprocal Confidentiality Agreement, dated as extent such information becomes public through no fault of June 4, 2009 previously executed by the parties hereto, which agreement party to whom the information was provided or any of its representatives or agents and except to the extent disclosure of any such information is hereby incorporated herein by referencelegally required. The parties hereto agree that Prestige Bancorp and Northwest Bancorp shall each give prompt written notice to the other party of any contemplated disclosure where such provision shall continue in accordance with its respective terms, notwithstanding any termination of this Agreementdisclosure is so legally required.

Access; Confidentiality. (a) MWCB Each of First Bell Bancorp and Bell Federal Savings shall permit EBSB Northwest Ba▇▇▇▇p and its representatives rep▇▇▇▇ntatives reasonable access to its properties properties, and shall disclose and make available to them all books, papers and records relating to the assets, properties, operations, obligations and liabilities of MWCBFirst Bell Bancorp and Bell Federal Savings, including, but not limited to▇▇, all books of account ▇▇▇ount (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants’ ' work papers, litigation files, plans affecting employees, and any other business activities or prospects in which EBSB Northwest Bancorp may have a reasonable interest (provided that MWCB First Bell Bancorp shall not be required to provide access to any information info▇▇▇▇ion that would violate its its, or Bell Federal Savings', attorney-client privilege or any employee or customer privacy policies, would v▇▇▇▇te applicable laws or regulations). MWCB First Bell Bancorp and Bell Federal Savings shall make its respective their respec▇▇▇▇ officers, employees e▇▇▇▇yees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB Northwest Bancorp and its representatives. MWCB In addition, from the date of this Agreement through the Closing Date, First Bell Bancorp and Bell Federal Savings shall provide in a timely manner permit employees of N▇▇▇▇west Bancorp ▇▇asonable access to East Boston Savings Bank’s officer in charge of retail banking copies of current rate sheets for all deposit information relating to problem loans, loan restructurings and loan productsworkouts of First Bell Bancorp and Bell Federal Savings. MWCB shall permit EBSBThe parties will hold al▇ ▇▇ch informati▇▇ ▇elivered in confidence to the extent required by, at its expenseand in accordance with, to cause a “Phase I Environmental Audit” the provisions of the Confidentiality Agreement and a “Phase II Environmental Audit” to be performed at any physical location owned or occupied by MWCBapplicable laws and regulations. (b) EBSB Northwest Bancorp agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other partyFirst Bell Bancorp and Bell Federal Savings. (c) In addition to the access permitted by subparagraph (a) above, from the date of this Agreement through the Closing Date, MWCB shall permit employees of East Boston Savings Bank reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCB. (d) Except as specifically set forth herein, EBSB and MWCB mutually agree to be bound by the Reciprocal Confidentiality Agreement, dated as of June 4, 2009 previously executed by the parties hereto, which agreement is hereby incorporated herein by reference. The parties hereto agree that such provision shall continue in accordance with its respective terms, notwithstanding any termination of this Agreement.

Access; Confidentiality. (a) MWCB Each of IROQ and the IROQ Subsidiaries shall permit EBSB Niagara Bancorp and its representatives reasonable access to its properties properties, and shall disclose and make available to them all books, papers and records relating to the assets, stock ownership, properties, operations, obligations and liabilities of MWCBIROQ and its Subsidiaries, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other thereof)(other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authorityRegulatory Authority, accountants’ ' work papers, litigation files, plans affecting employees, and any other business activities or prospects in which EBSB Niagara Bancorp may have a reasonable interest (provided that MWCB shall not be required to provide access to any information that would violate its attorney-client privilege or any employee or customer privacy policiesinterest. IROQ, laws or regulations). MWCB CB and HFSA shall make its their respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB Niagara Bancorp and its representatives. MWCB shall provide in a timely manner to East Boston Savings Bank’s officer in charge of retail banking copies of current rate sheets for all deposit IROQ, CB and loan products. MWCB HFSA shall permit EBSBa representative of Niagara Bancorp to attend any meeting of their Boards of Directors or the Executive Committees thereof (provided that neither IROQ, CB, nor HFSA shall be required to permit the Niagara Bancorp representative to remain present during any confidential discussion of the Agreement and the transactions contemplated thereby). IROQ and each Subsidiary shall permit Niagara Bancorp, at its expense, to cause a “Phase "phase I Environmental Audit” environmental audit" and a “Phase "phase II Environmental Audit” environmental audit" to be performed at any physical location owned or occupied by MWCBIROQ or any IROQ Subsidiary. The parties will hold all such information delivered in confidence to the extent required by, and in accordance with, the provisions of the confidentiality agreement, dated February 16, 2000 among IROQ and Niagara Bancorp (the "Confidentiality Agreement"). (b) EBSB Niagara Bancorp agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other party. (c) In addition to the access permitted by subparagraph (a) above, from the date of this Agreement through the Closing Date, MWCB IROQ shall permit employees of East Boston Savings Bank Niagara Bancorp reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCBIROQ. (d) Except as specifically set forth hereinIf the transactions contemplated by this Agreement shall not be consummated, EBSB IROQ and MWCB mutually agree Niagara Bancorp will each destroy or return all documents and records obtained from the other party or its representatives, during the course of its investigation and will cause all information with respect to the other party obtained pursuant to this Agreement or preliminarily thereto to be bound by kept confidential, except to the Reciprocal Confidentiality Agreement, dated as extent such information becomes public through no fault of June 4, 2009 previously executed by the parties hereto, which agreement party to whom the information was provided or any of its representatives or agents and except to the extent disclosure of any such information is hereby incorporated herein by referencelegally required. The parties hereto agree that IROQ and Niagara Bancorp shall each give prompt written notice to the other party of any contemplated disclosure where such provision shall continue in accordance with its respective terms, notwithstanding any termination of this Agreementdisclosure is so legally required.

Access; Confidentiality. (a) MWCB Each Gateway Party shall permit EBSB Investors and its their representatives reasonable access to its properties and make available to them all books, papers and records relating to the assets, properties, operations, obligations and liabilities of MWCBGateway, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants’ work papers, litigation files, plans affecting employees, and any other business activities or prospects in which EBSB Investors may have a reasonable interest (provided that MWCB a Gateway Party shall not be required to provide access to any information that would violate its attorney-client privilege or any employee or customer privacy policies, laws or regulations). MWCB Each Gateway Party shall make its respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB Investors and its their representatives. MWCB GCF Bank shall provide in a timely manner to East Boston Savings Investors Bank’s officer in charge of retail banking copies of current rate sheets for all deposit and loan products. MWCB Each Gateway Party shall permit EBSBInvestors Bank, at its expense, to cause a “Phase I Environmental Audit” and a “Phase II Environmental Audit” to be performed at any physical location owned or occupied by MWCB. a Gateway Party or a Gateway Subsidiary; provided, however, that with respect to any such “Phase I Environmental Audit” or “Phase II Environmental Audit”: (bi) EBSB agrees all entries on such properties shall be conducted during normal business hours and with at least twenty-four (24) hours’ advance notice to conduct GCF Bank and shall be conducted in such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations the use and customer and employee relationships occupancy of the other party. property or the business operations of GCF Bank, and Gateway Party or any Gateway Subsidiary; (cii) In addition immediately after any entry on the property, Investors Bank shall restore the property to the access permitted by subparagraph condition in which it existed immediately prior to such entry. Investors Bank shall defend, indemnify, and hold GCF Bank, each Gateway Party and each Gateway Affiliate, and its and their respective officers, employees, agents and authorized representatives harmless from and against any loss, claim, liability, damage, cost, or expense (aincluding without limitation, reasonable attorneys’ fees) abovearising out of any entries and activities of Investors Bank or its agents, from the date of this Agreement through the Closing Date, MWCB shall permit employees of East Boston Savings Bank reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCBcontractors or employees. (d) Except as specifically set forth herein, EBSB and MWCB mutually agree to be bound by the Reciprocal Confidentiality Agreement, dated as of June 4, 2009 previously executed by the parties hereto, which agreement is hereby incorporated herein by reference. The parties hereto agree that such provision shall continue in accordance with its respective terms, notwithstanding any termination of this Agreement.

Access; Confidentiality. (a) MWCB WEST ESSEX shall permit EBSB Kearny and its representatives reasonable access to its properties and make available to them all books, papers and records relating to the assets, properties, operations, obligations and liabilities of MWCBWEST ESSEX, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants’ ' work papers, litigation files, plans affecting employees, and any other business activities or prospects in which EBSB Kearny may have a reasonable interest (provided that MWCB WEST ESSEX shall not be required to provide access to any information that would violate its their attorney-client privilege or any employee or customer privacy policies, laws or regulations). MWCB WEST ESSEX shall make its respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB Kearny and its representatives. MWCB WEST ESSEX Bank shall provide in a timely manner to East Boston Savings Bank’s 's officer in charge of retail banking copies of current rate sheets for all deposit and loan products. MWCB WEST ESSEX shall permit EBSBprovide Kearny with access to documents and records and access to and a license to enter the WEST ESSEX Properties and the Participation Facilities to conduct, at its Kearny's sole expense, an environmental assessment of the WEST ESSEX Properties and the Participation Facilities (the "Environmental Assessment"); provided that such Environmental Assessment is scheduled to cause a “Phase I be conducted within thirty days of the date of the Agreement and commenced within forty-five days of the date of the Agreement. The Environmental Audit” Assessment may include, without limitation, inspections of the WEST ESSEX Properties and the Participation Facilities, invasive soil, surface water, groundwater and sediment sampling and a “Phase II Environmental Audit” review of records maintained by federal, state, regional, county or local governmental authorities relating to be performed at any physical location owned WEST ESSEX, the WEST ESSEX Properties or occupied by MWCBthe Participation Facilities. The parties will hold all such information delivered in confidence to the extent required by, and in accordance with, the provisions of the confidentiality agreement, dated June 26, 2002, between WEST ESSEX and Kearny (the "Confidentiality Agreement"). (b) EBSB Kearny agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other party. (c) In addition to the access permitted by subparagraph (a) above, from the date of this Agreement through the Closing Date, MWCB WEST ESSEX shall permit employees of East Boston Savings Bank reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCBWEST ESSEX Bank. (d) Except as specifically set forth herein, EBSB and MWCB mutually agree to be bound by Without in any way limiting the Reciprocal Confidentiality Agreement, dated as of June 4, 2009 previously executed by the parties hereto, which agreement is hereby incorporated herein by reference. The parties hereto agree that such provision shall continue in accordance with its respective terms, notwithstanding any termination generality of this AgreementSection 5.02, WEST ESSEX shall provide to Kearny within 30 days after the last day of each calendar month between the date hereof and the Closing Date (i) consolidated financial statements (including a balance sheet and income statement) as of, and for the period ended, on such last day, in the form in which such statements are prepared for use by WEST ESSEX's management, and (ii) such other information customarily prepared for use by WEST ESSEX's management as Kearny may request.

Access; Confidentiality. (a) MWCB Each of Greensburg Bancshares and Greensburg shall permit EBSB First Guaranty Bancshares and its representatives reasonable access during regular business hours to its properties properties, and shall disclose and make available to them all books, papers and records in their possession relating to the assets, properties, operations, obligations and liabilities of MWCBGreensburg Bancshares, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants’ work papers, litigation files, plans affecting employees, and any other business activities or prospects in which EBSB First Guaranty Bancshares may have a reasonable interest (provided that MWCB Greensburg Bancshares shall not be required to provide access to any information that would violate its attorney-client privilege privilege, any applicable law or regulation, the terms of any employee confidentiality or customer privacy policiesnon-disclosure agreement, laws or regulationsthe Confidentiality Agreement identified in this Section 5.02(a)). MWCB Greensburg Bancshares shall make its respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available at reasonable times upon reasonable request to confer with EBSB First Guaranty Bancshares and its representatives. MWCB In addition, from the date of this Agreement through the Closing Date, Greensburg Bancshares shall provide permit employees of First Guaranty Bancshares reasonable access to information relating to problem loans, loan restructurings and loan workouts of Greensburg Bancshares and Greensburg. The parties will hold all such information delivered in confidence to the extent required by, and in accordance with, the provisions of confidentiality set forth in a timely manner to East Boston Savings Bank’s officer in charge of retail banking copies of current rate sheets for all deposit letter agreement, dated June 24, 2010, between Greensburg Bancshares and loan products. MWCB shall permit EBSB, at its expense, to cause a Greensburg and First Guaranty Bancshares and First Guaranty Bank (the “Phase I Environmental Audit” and a “Phase II Environmental Audit” to be performed at any physical location owned or occupied by MWCBConfidentiality Agreement”). (b) EBSB First Guaranty Bancshares agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other partyGreensburg Bancshares and Greensburg. (c) In addition If the transactions contemplated by this Agreement shall not be consummated, Greensburg Bancshares, Greensburg, First Guaranty Bancshares and First Guaranty Bank will each destroy or return all documents and records obtained from the other party or its representatives, during the course of its investigation and will cause all information with respect to the access permitted by subparagraph (a) above, from the date of other party obtained pursuant to this Agreement through the Closing Date, MWCB shall permit employees of East Boston Savings Bank reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCB. (d) Except as specifically set forth herein, EBSB and MWCB mutually agree or preliminarily thereto to be bound by kept confidential, except to the Reciprocal Confidentiality Agreementextent such information becomes public through no fault of the party to whom the information was provided or any of its representatives or agents and except to the extent disclosure of any such information is legally required. Greensburg Bancshares, dated as Greensburg First Guaranty Bancshares and First Guaranty Bank shall each give prompt written notice to the other party of June 4any contemplated disclosure where such disclosure is so legally required. Furthermore, 2009 previously executed by the parties hereto, which agreement is hereby incorporated herein by reference. The parties hereto agree that shall not use any such provision shall continue in accordance with its respective terms, notwithstanding information for any termination of this Agreementcompetitive or commercial purposes.

Access; Confidentiality. (a) MWCB Ridgewood shall permit EBSB Provident and its representatives reasonable access to its properties and make available to them all books, papers and records relating to the assets, properties, operations, obligations and liabilities of MWCBRidgewood, including, but not limited to, all books of account (including the general ledger), tax records, minute books of meetings of boards of directors (and any committees thereof) (other than minutes of any confidential discussion of this Agreement and the transactions contemplated hereby), and stockholders, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants’ ' work papers, litigation files, plans affecting employees, and any other business activities or prospects in which EBSB Provident may have a reasonable interest (provided that MWCB Ridgewood shall not be required to provide access to any information that would violate its their attorney-client privilege or any employee or customer privacy policies, laws or regulations). MWCB Ridgewood shall make its respective officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with EBSB Provident and its representatives. MWCB Ridgewood Savings shall provide in a timely manner to East Boston Savings Bank’s Provident's officer in charge of retail banking copies of current rate sheets for all deposit and loan products. MWCB Ridgewood shall permit EBSBProvident, at its expense, to cause a “Phase "phase I Environmental Audit” environmental audit" and a “Phase "phase II Environmental Audit” environmental audit" to be performed at any physical location owned or occupied by MWCBRidgewood, provided that such audit is contracted for within forty-five days of the date of this agreement and commenced as soon as practicable thereafter. The parties will hold all such information delivered in confidence to the extent required by, and in accordance with, the provisions of the confidentiality agreement, dated June 29, 2000, between Ridgewood and Provident (the "Confidentiality Agreement"). (b) EBSB Provident agrees to conduct such investigations and discussions hereunder in a manner so as not to interfere unreasonably with normal operations and customer and employee relationships of the other party. (c) In addition to the access permitted by subparagraph (a) above, from the date of this Agreement through the Closing Date, MWCB Ridgewood shall permit employees of East Boston Savings Bank Provident reasonable access to information relating to problem loans, loan restructurings and loan work-outs of MWCBRidgewood Savings. (d) Except as specifically set forth herein, EBSB and MWCB mutually agree to be bound by the Reciprocal Confidentiality Agreement, dated as of June 4, 2009 previously executed by the parties hereto, which agreement is hereby incorporated herein by reference. The parties hereto agree that such provision shall continue in accordance with its respective terms, notwithstanding any termination of this Agreement.