Common use of Coordination Clause in Contracts

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries shall take any actions CenterState may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF and its Subsidiaries with CenterState and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF and its Subsidiaries, and HCBF shall give due consideration to CenterState’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState nor CenterState Bank shall under any circumstance be permitted to exercise control of HCBF or any of its Subsidiaries prior to the Effective Time. HCBF shall permit representatives of CenterState Bank to be onsite at HCBF to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior to the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions between CenterState and HCBF’s customers and suppliers. (d) CenterState and HCBF agree to take all action necessary and appropriate to cause Harbor Community Bank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF each of Sunshine and its Subsidiaries Subsidiary shall take any actions action CenterState may reasonably request from time to time to better prepare the parties for the integration of the operations of HCBF Sunshine and its Subsidiaries Subsidiary with CenterState and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF Sunshine and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF Sunshine and its SubsidiariesSubsidiary, and HCBF Sunshine shall give due consideration to CenterState’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState nor CenterState Bank shall under any circumstance be permitted to exercise control of HCBF Sunshine or any of its Subsidiaries Subsidiary prior to the Effective Time. HCBF Sunshine shall permit representatives of CenterState Bank to be onsite at HCBF Sunshine to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior to the Effective Time, subject to applicable Laws, HCBF Sunshine and its Subsidiaries Subsidiary shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Sunshine Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) CenterState and Sunshine shall cooperate (i) to minimize any potential adverse impact to CenterState under Financial Accounting Standards Board Accounting Standards Codification Topic 805 (Business Combinations), and (ii) to maximize potential benefits to CenterState and its Subsidiaries under Code Section 382 in connection with the transactions contemplated by this Agreement, in each case consistent with GAAP, the rules and regulations of the SEC and applicable banking Laws and regulations. (d) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF Sunshine shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF Sunshine and its Subsidiaries for the purpose of facilitating the integration of HCBF Sunshine and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF Sunshine shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF Sunshine and its Subsidiaries Subsidiary for the purpose of facilitating the integration of HCBF Sunshine and its business into that of CenterState. Any interaction between CenterState and HCBFSunshine’s and any of its Subsidiaries’ Subsidiary’s customers and suppliers shall be coordinated by HCBFSunshine. HCBF Sunshine shall have the right to participate in any discussions between CenterState and HCBFSunshine’s customers and suppliers. (de) CenterState and HCBF Sunshine agree to take all action necessary and appropriate to cause Harbor Community Savings Bank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF each of Charter and its Subsidiaries CharterBank shall take any actions action CenterState may reasonably request from time to time to better prepare the parties Parties for the integration of the operations of HCBF Charter and its Subsidiaries CharterBank with CenterState and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF Charter and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF Charter and its SubsidiariesCharterBank, and HCBF Charter shall give due consideration to CenterState’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState nor CenterState Bank shall under any circumstance be permitted to exercise control of HCBF Charter or any of its Subsidiaries CharterBank prior to the Effective Time. HCBF Charter shall permit representatives of CenterState Bank to be onsite at HCBF Charter to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without disruption to CharterBank’s business with its customers. (b) Prior to the Effective Time, subject to applicable Laws, HCBF Charter and its Subsidiaries CharterBank shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Charter Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Sections 6.01(a) and 6.01(b) of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties Parties shall reasonably cooperate (provided that the Parties shall cooperate to reasonably minimize disruption to Charter’s or CharterBank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party Party and appropriate service providers) and HCBF Charter shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF Charter and its Subsidiaries for the purpose of facilitating the integration of HCBF Charter and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF Charter shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF Charter and its Subsidiaries CharterBank for the purpose of facilitating the integration of HCBF Charter and its business into that of CenterState. Any interaction between CenterState and HCBFCharter’s and any of its Subsidiaries’ CharterBank’s customers and suppliers shall be coordinated by HCBFCharter. HCBF Charter shall have the right to participate in any discussions between CenterState and HCBFCharter’s customers and suppliers. (d) CenterState and HCBF Charter agree to take all action necessary and appropriate to cause Harbor Community Bank CharterBank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Bank Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter. Transactional Expenses. Charter has provided in Charter Disclosure Schedule Section 5.20 a reasonable good faith estimate of costs and fees that Charter and CharterBank expect to pay to retained representatives in connection with the transactions contemplated by this Agreement, exclusive of any costs that may be incurred by Charter as a result of any litigation which may arise in connection with this Agreement (collectively, “Charter Expenses”). Charter shall use its commercially reasonable efforts to cause the aggregate amount of all Charter Expenses to not exceed the total expenses disclosed in Charter Disclosure Schedule Section 5.20. Charter shall promptly notify CenterState if or when it determines that it expects to materially exceed its estimate for Charter Expenses. Notwithstanding anything to the contrary in this Section 5.21, Charter shall not incur any investment banking, brokerage, finders or other similar financial advisory fees in connection with the transactions contemplated by this Agreement other than those expressly set forth in Charter Disclosure Schedule Section 3.23.

Coordination. (a) Prior to The Parties agree on the Effective Timeimportance of coordinating their public announcements respecting the Project and this Agreement and the subject matter hereof. ▇▇▇▇▇▇▇▇ and Mascoma will, subject to applicable Laws, HCBF and its Subsidiaries shall take any actions CenterState may reasonably request from time to time to better prepare time, and at the parties for integration request of the operations other Party discuss the general information content relating to the Project and this Agreement which may be publicly disclosed. The above-referenced releases may be Mascoma releases, ▇▇▇▇▇▇▇▇ releases or joint Mascoma/▇▇▇▇▇▇▇▇ releases, and the Parties may agree to draft joint disclosures. The Parties shall endeavor to agree on all public announcements that are discussed; provided, however, in no event may ▇▇▇▇▇▇▇▇ or Company make a public announcement regarding the Project, Site or this Agreement without the prior approval of HCBF and its Subsidiaries with CenterState and its SubsidiariesMascoma, respectivelysuch approval not to be unreasonably withheld or conditioned. Without limiting Notwithstanding the foregoing, senior officers a Party may make any disclosure where in a Party’s reasonable legal opinion it is required by applicable Law or applicable stock exchange regulation or order or other ruling of HCBF and CenterState shall meet from time to time as CenterState may reasonably requesta competent court, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF and its Subsidiaries, and HCBF shall give due consideration to CenterState’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState nor CenterState Bank shall under any circumstance be permitted to exercise control of HCBF or any of its Subsidiaries provided that prior to the Effective Time. HCBF shall permit representatives of CenterState Bank to be onsite at HCBF to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior to the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upondisclosure, the Closing, and disclosing Party shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions notify the other Party prior to making such disclosure, and will provide the other Party with an opportunity to review and comment prior to release, provided the disclosing Party shall not be required to delay such disclosures by more than twenty-four (24) hours to receive and discuss such comments, so long as the disclosing Party has provided to the other Party as much advance notice as is reasonably practicable under the circumstances. Each Party agrees that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties it shall reasonably cooperate with the other in preparing for with respect to all disclosures regarding this Agreement to the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s Securities Exchange Commission and any other Governmental Authority, including requests for confidential treatment of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate proprietary information of either Party included in any discussions between CenterState and HCBF’s customers and supplierssuch disclosure. PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [***] DENOTES OMISSIONS. (d) CenterState and HCBF agree to take all action necessary and appropriate to cause Harbor Community Bank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior Company and Company Bank shall take any actions Buyer may reasonably request prior to the Effective Time to facilitate the consolidation of the operations of Company Bank with Buyer Bank following consummation of the transactions contemplated by this Agreement, including, without limitation, the preparation and filing of all documentation that is necessary or desirable to obtain all permits, consents, approvals and authorizations of third parties or Governmental Authorities to close and/or consolidate any Buyer Bank or Company Bank branches or facilities and furnishing information and otherwise cooperating with Buyer in the marketing and sale to third parties, contingent on the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries shall take of any actions CenterState may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF and its Subsidiaries owned or leased real property or tangible property associated with CenterState and its Subsidiaries, respectivelyany such branches or facilities. Without limiting the foregoing, senior officers of HCBF and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF and its Subsidiaries, and HCBF Company shall give due consideration to CenterStateBuyer’s input on such mattersinput, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState Buyer nor CenterState Buyer Bank shall under any circumstance be permitted to exercise control of HCBF Company or any of its Subsidiaries prior to the Effective Time. HCBF Company and Company Bank shall permit representatives of CenterState Buyer Bank to be onsite at HCBF Company Bank during normal business hours to facilitate integration consolidation of operations and assist with any other coordination efforts as necessary. (b) Prior to Upon Buyer’s reasonable request and consistent with GAAP, the Effective Timerules and regulations of the SEC and applicable banking Laws and regulations, subject to applicable Laws, HCBF (i) each of Company and its Subsidiaries shall take any actions CenterState modify or change its loan, OREO, accrual, reserve, tax, litigation, and real estate valuation policies and practices (including loan classifications and levels of reserves) so as to be applied on a basis that is consistent with that of Buyer and (ii) Company shall make such accruals under the Company Benefit Plans as Buyer may reasonably request in connection with negotiating any amendmentsto reflect the benefits payable under such Company Benefit Plans upon the completion of the Merger. Notwithstanding the foregoing, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may requestno such modifications, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior tochanges, or immediately upon, divestitures of the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts type described in this Section 6.20(b) need be made prior to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a7.01(a) and Section 6.01(b7.01(b), subject to applicable Laws, HCBF . (c) Company and Company Bank shall, upon CenterStateconsistent with GAAP and regulatory accounting principles, use their commercially reasonable efforts to implement at Buyer’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBFrequest internal control procedures which are consistent with Buyer’s and any Buyer Bank’s current internal control procedures to allow Buyer to fulfill its reporting requirement under Section 404 of its Subsidiaries’ customers the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act; provided, however, that no such modifications, changes, or divestitures need be made prior to the satisfaction of the conditions set forth in Section 7.01(a) and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions between CenterState and HCBF’s customers and suppliersSection 7.01(b). (d) CenterState No accrual or reserve or change in policy or procedure made by Company or any of its Subsidiaries pursuant to this Section 6.20 shall constitute or be deemed to be a breach, violation, of or failure to satisfy any representation, warranty, covenant, agreement, condition, or other provision of this Agreement or otherwise be considered in determining whether any such breach, violation, or failure to satisfy shall have occurred. The recording of any such adjustment shall not be deemed to imply any misstatement of previously furnished financial statements or information and HCBF agree shall not be construed as concurrence of Company or its management with any such adjustments. (e) Subject to take all action necessary Section 6.20(b), Buyer and appropriate Company shall cooperate (i) to cause Harbor Community Bank minimize any potential adverse impact to merge with CenterState Bank in accordance with applicable Laws Buyer under ASC 805, and the terms (ii) to maximize potential benefits to Buyer and its Subsidiaries under Section 382 of the Plan Code in connection with the transactions contemplated by this Agreement, in each case consistent with GAAP, the rules and regulations of Bank Merger immediately following the Effective Time or as promptly as practicable thereafterSEC, and applicable banking Laws.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF SWGB and its Subsidiaries shall take any actions CenterState FBMS may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF SWGB and its Subsidiaries with CenterState FBMS and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF SWGB and CenterState FBMS shall meet from time to time as CenterState FBMS may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF SWGB and its Subsidiaries, and HCBF SWGB shall give due consideration to CenterStateFBMS’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState FBMS nor CenterState Bank The First shall under any circumstance be permitted to exercise control of HCBF SWGB or any of its Subsidiaries prior to the Effective Time. HCBF SWGB shall permit representatives of CenterState Bank The First to be onsite at HCBF SWGB to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Southwest Georgia Bank’s business, during normal business hours and at the expense of FBMS or The First (not to include Southwest Georgia Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF SWGB and its Subsidiaries shall take any actions CenterState FBMS may reasonably request (at its sole cost) in connection with negotiating any amendments, modifications or terminations of any material Leases or HCBF SWGB Material Contracts that CenterState FBMS may request, including, but not limited to, including actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState FBMS and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState FBMS in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to SWGB’s or Southwest Georgia Bank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF SWGB shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to suppliers of HCBF SWGB and its Subsidiaries for the purpose of facilitating the integration of HCBF SWGB and its business into that of CenterStateFBMS. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF SWGB shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to customers of HCBF SWGB and its Subsidiaries for the purpose of facilitating the integration of HCBF SWGB and its business into that of CenterStateFBMS. Any interaction between CenterState FBMS and HCBFSWGB’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFSWGB. HCBF SWGB shall have the right to participate in any discussions between CenterState FBMS and HCBFSWGB’s customers and suppliers. (d) CenterState FBMS and HCBF SWGB agree to take all action necessary and appropriate to cause Harbor Community Southwest Georgia Bank to merge with CenterState Bank The First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF each of Charter and its Subsidiaries CharterBank shall take any actions action CenterState may reasonably request from time to time to better prepare the parties Parties for the integration of the operations of HCBF Charter and its Subsidiaries CharterBank with CenterState and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF Charter and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF Charter and its SubsidiariesCharterBank, and HCBF Charter shall give due consideration to CenterState’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState nor CenterState Bank shall under any circumstance be permitted to exercise control of HCBF Charter or any of its Subsidiaries CharterBank prior to the Effective Time. HCBF Charter shall permit representatives of CenterState Bank to be onsite at HCBF Charter to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without disruption to CharterBank’s business with its customers. (b) Prior to the Effective Time, subject to applicable Laws, HCBF Charter and its Subsidiaries CharterBank shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Charter Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Sections 6.01(a) and 6.01(b) of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties Parties shall reasonably cooperate (provided that the Parties shall cooperate to reasonably minimize disruption to Charter’s or CharterBank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party Party and appropriate service providers) and HCBF Charter shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF Charter and its Subsidiaries for the purpose of facilitating the integration of HCBF Charter and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF Charter shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF Charter and its Subsidiaries CharterBank for the purpose of facilitating the integration of HCBF Charter and its business into that of CenterState. Any interaction between CenterState and HCBFCharter’s and any of its Subsidiaries’ CharterBank’s customers and suppliers shall be coordinated by HCBFCharter. HCBF Charter shall have the right to participate in any discussions between CenterState and HCBFCharter’s customers and suppliers. (d) CenterState and HCBF Charter agree to take all action necessary and appropriate to cause Harbor Community Bank CharterBank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Bank Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF Seller and its Subsidiaries shall take any actions CenterState Buyer may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF Seller and its Subsidiaries with CenterState Buyer and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF Seller and CenterState Buyer shall meet from time to time as CenterState Buyer may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF Seller and its Subsidiaries, and HCBF Seller shall give due consideration to CenterStateBuyer’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState Buyer nor CenterState Bank FirstBank shall under any circumstance be permitted to exercise control of HCBF Seller or any of its Subsidiaries prior to the Effective Time. HCBF Seller shall permit representatives of CenterState Bank FirstBank to be onsite at HCBF Seller and its Subsidiaries to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to normal business operations, during normal business hours and at the expense of Buyer or FirstBank (not to include Seller’s or its Subsidiaries’ regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF Seller and its Subsidiaries shall take any actions CenterState Buyer may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Seller Material Contracts that CenterState Buyer may request, including, but not limited to, actions necessary to cause any such amendments, modifications modifications, or terminations to become effective immediately prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState Buyer and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState Buyer in connection with any such amendment, modification modification, or termination. (c) From and after the date hereof, subject to applicable Laws, the parties Parties shall reasonably cooperate (provided that the Parties shall cooperate to reasonably minimize disruption to Seller’s or its Subsidiaries’ respective businesses) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure disclosure, and similar agreements with the other party and appropriate service providers) and HCBF Seller shall, upon CenterStateBuyer’s reasonable request, introduce CenterState Buyer and its representatives to suppliers of HCBF Seller and its Subsidiaries for the purpose of facilitating the integration of HCBF Seller and its business into that of CenterStateBuyer. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF Seller shall, upon CenterStateBuyer’s reasonable request, introduce CenterState Buyer and its representatives to customers of HCBF Seller and its Subsidiaries for the purpose of facilitating the integration of HCBF Seller and its business into that of CenterStateBuyer. Any interaction between CenterState Buyer and HCBFSeller’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFSeller. HCBF Seller shall have the right to participate in any discussions between CenterState ▇▇▇▇▇ and HCBF▇▇▇▇▇▇’s customers and suppliers. (d) CenterState ▇▇▇▇▇ and HCBF Seller agree to take all action necessary and appropriate to cause Harbor Community Seller Bank to merge with CenterState Bank FirstBank in accordance with applicable Laws and the terms of the Bank Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter. (e) Without limiting the foregoing, upon Buyer’s reasonable request, Seller and Seller Bank shall, prior to the Closing Date, dispose of any assets held by Seller or Seller Bank that Buyer determines would be impermissible investments for Buyer or FirstBank.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF SWBS and its Subsidiaries shall take any actions CenterState FBMS may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF SWBS and its Subsidiaries with CenterState FBMS and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF SWBS and CenterState FBMS shall meet from time to time as CenterState FBMS may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF SWBS and its Subsidiaries, and HCBF SWBS shall give due consideration to CenterStateFBMS’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState FBMS nor CenterState Bank The First shall under any circumstance be permitted to exercise control of HCBF SWBS or any of its Subsidiaries prior to the Effective Time. HCBF SWBS shall permit representatives of CenterState Bank The First to be onsite at HCBF SWBS to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior to the Effective Time, subject to applicable Laws, HCBF SWBS and its Subsidiaries shall take any actions CenterState FBMS may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF SWBS Material Contracts that CenterState FBMS may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective immediately prior to, or immediately upon, the Closing, and shall cooperate with CenterState FBMS and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState FBMS in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF SWBS shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to suppliers of HCBF SWBS and its Subsidiaries for the purpose of facilitating the integration of HCBF SWBS and its business into that of CenterStateFBMS. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF SWB shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to customers of HCBF SWB and its Subsidiaries for the purpose of facilitating the integration of HCBF SWB and its business into that of CenterStateFBMS. Any interaction between CenterState FBMS and HCBFSWBS’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFSWBS. HCBF SWBS shall have the right to participate in any discussions between CenterState FBMS and HCBFSWBS’s customers and suppliers. (d) CenterState FBMS and HCBF SWBS agree to take all action necessary and appropriate to cause Harbor First Community Bank to merge with CenterState Bank The First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF SSNF and its Subsidiaries shall take any actions CenterState FBMS may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF SSNF and its Subsidiaries with CenterState FBMS and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF SSNF and CenterState FBMS shall meet from time to time as CenterState FBMS may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF SSNF and its Subsidiaries, and HCBF SSNF shall give due consideration to CenterState’s FBMS's input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState FBMS nor CenterState Bank The First shall under any circumstance be permitted to exercise control of HCBF SSNF or any of its Subsidiaries prior to the Effective Time. HCBF SSNF shall permit representatives of CenterState Bank The First to be onsite at HCBF SSNF to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Sunshine Bank's business, during normal business hours and at the expense of FBMS or The First (not to include Sunshine Bank's regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF SSNF and its Subsidiaries shall take any actions CenterState FBMS may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF SSNF Material Contracts that CenterState FBMS may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState FBMS and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState FBMS in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to SSNF's or Sunshine Bank's business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF SSNF shall, upon CenterState’s FBMS's reasonable request, introduce CenterState FBMS and its representatives to suppliers of HCBF SSNF and its Subsidiaries for the purpose of facilitating the integration of HCBF SSNF and its business into that of CenterStateFBMS. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF SSNF shall, upon CenterState’s FBMS's reasonable request, introduce CenterState FBMS and its representatives to customers of HCBF SSNF and its Subsidiaries for the purpose of facilitating the integration of HCBF SSNF and its business into that of CenterStateFBMS. Any interaction between CenterState FBMS and HCBF’s SSNF's and any of its Subsidiaries’ ' customers and suppliers shall be coordinated by HCBFSSNF. HCBF SSNF shall have the right to participate in any discussions between CenterState FBMS and HCBF’s SSNF's customers and suppliers. (d) CenterState FBMS and HCBF SSNF agree to take all action necessary and appropriate to cause Harbor Community Sunshine Bank to merge with CenterState Bank The First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries WTSB shall endeavor to take any actions CenterState SPFI and City Bank may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF WTSB with SPFI and its Subsidiaries with CenterState and its Subsidiaries, respectivelyCity Bank. Without limiting the foregoing, senior officers of HCBF WTSB, SPFI and CenterState City Bank shall endeavor to meet from time to time as CenterState SPFI and City Bank may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF and its SubsidiariesWTSB, and HCBF WTSB shall give due consideration to CenterStateSPFI’s and City Bank’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState SPFI nor CenterState City Bank shall under any circumstance be permitted to exercise control of HCBF or any of its Subsidiaries WTSB prior to the Effective Time. HCBF WTSB shall permit representatives of CenterState SPFI and City Bank to be onsite at HCBF WTSB to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to SPFI’s and City Bank’s business, during normal business hours, at the expense of SPFI or City Bank (not to include City Bank’s regular employee payroll), and with the furnishing of at least 48 hours prior notice. (b) Prior to the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to WTSB’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF WTSB shall, upon CenterStateSPFI’s or City Bank’s reasonable request, introduce CenterState SPFI or City Bank and its representatives their respective representatives, as applicable, to suppliers of HCBF and its Subsidiaries WTSB for the purpose of facilitating the integration of HCBF WTSB and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) SPFI and Section 6.01(b), subject to applicable Laws, HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions between CenterState and HCBF’s customers and suppliersCity Bank. (d) CenterState and HCBF agree to take all action necessary and appropriate to cause Harbor Community Bank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior Buyer and Seller agree that as promptly as practicable following the execution of this Agreement, meetings with employees of Seller Bank shall be held at such locations as Buyer and Seller shall mutually agree; provided that representatives of Seller shall be permitted to attend such meetings. Buyer and Seller shall mutually agree as to the Effective Timescope and content of all communications from Buyer to the employees of Seller and Seller Bank. At mutually agreed upon times following execution of this Agreement, subject representatives of Buyer shall be permitted to meet with the employees of Seller and Seller Bank to discuss employment opportunities with Buyer. Notwithstanding the foregoing, Buyer in this process shall have no right to exercise any management authority over employees of Seller and Seller Bank. (b) From and after the first date on which both the Requisite Seller Vote and Requisite Regulatory Approvals required under Section 7.1 (and without having to allow any waiting period under such approvals to expire) have been obtained, Buyer shall be permitted to conduct training sessions outside of normal business hours or at other times as Seller may agree with the employees of Seller and Seller Bank and may conduct such training seminars at such locations as Buyer and Seller may mutually agree; provided that such meetings or trainings will be at no cost to Seller and that Buyer will not schedule such training sessions in a manner which interferes with Seller’s and Seller Bank’s normal business operations. (c) Upon Buyer’s reasonable request, and with Buyer’s indemnification, prior to the Closing Date and following receipt of both the Requisite Seller Vote and Requisite Regulatory Approvals required under Section 7.1 (and without having to allow any waiting period under such approvals to expire), and consistent with GAAP and applicable Lawsbanking laws and regulations, HCBF each of Seller and its Subsidiaries shall take any actions CenterState may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF and its Subsidiaries with CenterState and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF and its Subsidiaries, and HCBF shall give due consideration to CenterStateBuyer’s input request to (i) modify or change its loan, OREO, accrual, reserve, tax, litigation and real estate valuation policies and practices (including loan classifications and levels of reserves) so as to be applied on a basis that is consistent with that of Buyer and (ii) make such mattersaccruals under the Seller Benefit Plans as Buyer may reasonably request to reflect the benefits payable under such Seller Benefit Plans upon the completion of the Merger; provided, however, that at Seller’s reasonable request no such changes need be made earlier than one (1) business day prior to the Closing Date. (d) Upon Buyer’s reasonable request, and with Buyer’s indemnification, prior to the understanding thatClosing Date and following receipt of both the Requisite Seller Vote and Requisite Regulatory Approvals required under Section 7.1 (and without having to allow any waiting period under such approvals to expire), notwithstanding any other provision contained in this Agreementand consistent with GAAP and subject to applicable banking laws and regulations, neither CenterState nor CenterState Bank Seller and its Subsidiaries shall under any circumstance be permitted give due consideration to exercise control of HCBF Buyer’s request that Seller or any of its Subsidiaries divest itself prior to the Effective Time. HCBF shall permit representatives Time of CenterState Bank such investment securities and loans as are identified by Buyer in writing from time to time prior to the Closing Date; provided, however, that no such divestitures need be onsite at HCBF made prior to facilitate integration of operations and assist with any other coordination efforts as necessarythe Closing Date. (be) Prior to the Effective TimeNo accrual or reserve or change in policy or procedure, subject to applicable Lawsor any divestiture of investment securities or loans, HCBF and made by Seller or any of its Subsidiaries at the request of Buyer pursuant to this Section 6.22 shall take constitute or be deemed to be a breach, violation of or failure to satisfy any actions CenterState may reasonably request representation, warranty, covenant, agreement, condition or other provision of this Agreement or otherwise be considered in connection with negotiating determining whether any amendmentssuch breach, modifications violation or terminations failure to satisfy shall have occurred. The recording of any Leases such adjustment shall not be deemed to imply any misstatement of previously furnished financial statements or HCBF Material Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, information and shall cooperate with CenterState and will use not be construed as concurrence of Seller or its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection management with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterStateadjustments. In additionthe event the Merger is not consummated, after satisfaction of the conditions set forth in Section 6.01(aBuyer shall indemnify Seller for such actions within thirty (30) and Section 6.01(b), subject to applicable Laws, HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions between CenterState and HCBF’s customers and suppliersdays. (d) CenterState and HCBF agree to take all action necessary and appropriate to cause Harbor Community Bank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF LBC and its Subsidiaries shall take any actions CenterState CBAN may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF LBC and its Subsidiaries with CenterState CBAN and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF LBC and CenterState CBAN shall meet from time to time as CenterState CBAN may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF LBC and its Subsidiaries, and HCBF LBC shall give due consideration to CenterStateCBAN’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState CBAN nor CenterState Colony Bank shall under any circumstance be permitted to exercise control of HCBF LBC or any of its Subsidiaries prior to the Effective Time. HCBF LBC shall permit representatives of CenterState Colony Bank to be onsite at HCBF LBC to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Calumet Bank’s business, during normal business hours and at the expense of CBAN or Colony Bank (not to include Calumet Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF LBC and its Subsidiaries shall take any actions CenterState CBAN may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF LBC Material Contracts that CenterState CBAN may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState CBAN and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState CBAN in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to LBC’s or Calumet Bank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF LBC shall, upon CenterStateCBAN’s reasonable request, introduce CenterState CBAN and its representatives to suppliers of HCBF LBC and its Subsidiaries for the purpose of facilitating the integration of HCBF LBC and its business into that of CenterStateCBAN. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF LBC shall, upon CenterStateCBAN’s reasonable request, introduce CenterState CBAN and its representatives to customers of HCBF LBC and its Subsidiaries for the purpose of facilitating the integration of HCBF LBC and its business into that of CenterStateCBAN. Any interaction between CenterState CBAN and HCBFLBC’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFLBC. HCBF LBC shall have the right to participate in any discussions between CenterState CBAN and HCBFLBC’s customers and suppliers. (d) CenterState CBAN and HCBF LBC agree to take all action necessary and appropriate to cause Harbor Community Calumet Bank to merge with CenterState Colony Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF FFB and its Subsidiaries shall take any actions CenterState FBMS may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF FFB and its Subsidiaries with CenterState FBMS and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF FFB and CenterState FBMS shall meet from time to time as CenterState FBMS may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF FFB and its Subsidiaries, and HCBF FFB shall give due consideration to CenterStateFBMS’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState FBMS nor CenterState Bank The First shall under any circumstance be permitted to exercise control of HCBF FFB or any of its Subsidiaries prior to the Effective Time. HCBF FFB shall permit representatives of CenterState Bank The First to be onsite at HCBF FFB to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to First Florida Bank’s business, during normal business hours and at the expense of FBMS or The First (not to include First Florida Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF FFB and its Subsidiaries shall take any actions CenterState FBMS may reasonably request (at its sole cost) in connection with negotiating any amendments, modifications or terminations of any material Leases or HCBF FFB Material Contracts that CenterState FBMS may request, including, but not limited to, including actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState FBMS and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState FBMS in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to FFB’s or First Florida Bank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF FFB shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to suppliers of HCBF FFB and its Subsidiaries for the purpose of facilitating the integration of HCBF FFB and its business into that of CenterStateFBMS. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF FFB shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to customers of HCBF FFB and its Subsidiaries for the purpose of facilitating the integration of HCBF FFB and its business into that of CenterStateFBMS. Any interaction between CenterState FBMS and HCBFFFB’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFFFB. HCBF FFB shall have the right to participate in any discussions between CenterState FBMS and HCBFFFB’s customers and suppliers. (d) CenterState FBMS and HCBF FFB agree to take all action necessary and appropriate to cause Harbor Community First Florida Bank to merge with CenterState Bank The First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF PFG and its Subsidiaries shall take any actions CenterState SMBK may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF PFG and its Subsidiaries with CenterState SMBK and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF PFG and CenterState SMBK shall meet from time to time as CenterState SMBK may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF PFG and its Subsidiaries, and HCBF PFG shall give due consideration to CenterStateSMBK’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState SMBK nor CenterState Bank SmartBank shall under any circumstance be permitted to exercise control of HCBF PFG or any of its Subsidiaries prior to the Effective Time. HCBF PFG shall permit representatives of CenterState Bank SmartBank to be onsite at HCBF PFG and its Subsidiaries to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to normal business operations, during normal business hours and at the expense of SMBK or SmartBank (not to include PFG’s or its Subsidiaries’ regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF PFG and its Subsidiaries shall take any actions CenterState SMBK may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF PFG Material Contracts that CenterState SMBK may request, including, but not limited to, actions necessary to cause any such amendments, modifications modifications, or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState SMBK and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState SMBK in connection with any such amendment, modification modification, or termination. (c) From and after the date hereof, subject to applicable Laws, the parties Parties shall reasonably cooperate (provided that the Parties shall cooperate to reasonably minimize disruption to PFG’s or its Subsidiaries’ respective businesses) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure disclosure, and similar agreements with the other party and appropriate service providers) and HCBF PFG shall, upon CenterStateSMBK’s reasonable request, introduce CenterState SMBK and its representatives to suppliers of HCBF PFG and its Subsidiaries for the purpose of facilitating the integration of HCBF PFG and its business into that of CenterStateSMBK. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF PFG shall, upon CenterStateSMBK’s reasonable request, introduce CenterState SMBK and its representatives to customers of HCBF PFG and its Subsidiaries for the purpose of facilitating the integration of HCBF PFG and its business into that of CenterStateSMBK. Any interaction between CenterState SMBK and HCBFPFG’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFPFG. HCBF PFG shall have the right to participate in any discussions between CenterState SMBK and HCBFPFG’s customers and suppliers. (d) CenterState SMBK and HCBF PFG agree to take all action necessary and appropriate to cause Harbor Community Progressive Bank to merge with CenterState Bank SmartBank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF WFB and its Subsidiaries shall will take any actions CenterState Investar may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF WFB and its Subsidiaries with CenterState Investar and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF WFB and CenterState shall Investar will meet from time to time as CenterState Investar may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF WFB and its Subsidiaries, and HCBF shall WFB will give due consideration to CenterStateInvestar’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState Investar nor CenterState Investar Bank shall will under any circumstance be permitted to exercise control of HCBF WFB or any of its Subsidiaries prior to the Effective Time. HCBF shall WFB will permit representatives of CenterState Investar Bank to be onsite at HCBF WFB to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts will be done without undue disruption to FNB’s business, during normal business hours and at the expense of Investar or Investar Bank (not to include FNB’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF WFB and its Subsidiaries shall will take any actions CenterState Investar may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF WFB Material Contracts that CenterState Investar may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall will cooperate with CenterState Investar and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState Investar in connection with any such amendment, modification or termination. (c) Prior to the Effective Time, subject to applicable Laws, WFB and its Subsidiaries will cooperate with Investar, upon its request, with respect to any plans by Investar to sell certain loans or other assets of WFB or its Subsidiaries contemporaneously with or immediately following the Closing, including, but not limited to, providing documentation or other information which may be requested by Investar in connection with its negotiation of any such sale or preparations by Investar to prepare for the consummation of such sale; provided however that nothing set forth herein this Section will be deemed to grant legal control to Investar over any such loans or other assets that Investar may desire to contemporaneously with or immediately following the Closing or obligate WFB or any of its Subsidiaries to enter into or consummate such a sale prior to or in the absence of the Closing. (d) From and after the date hereof, subject to applicable Laws, the parties shall will reasonably cooperate (provided that the parties will cooperate to reasonably minimize disruption to WFB’s or FNB’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shallWFB will, upon CenterStateInvestar’s reasonable request, introduce CenterState Investar and its representatives to suppliers of HCBF WFB and its Subsidiaries for the purpose of facilitating the integration of HCBF WFB and its business into that of CenterStateInvestar. In addition, after satisfaction of the conditions set forth in Section 6.01(a7.01(a) and Section 6.01(b7.01(b), subject to applicable Laws, HCBF shallWFB will, upon CenterStateInvestar’s reasonable request, introduce CenterState Investar and its representatives to customers of HCBF WFB and its Subsidiaries for the purpose of facilitating the integration of HCBF WFB and its business into that of CenterStateInvestar. Any interaction between CenterState Investar and HCBFWFB’s and any of its Subsidiaries’ customers and suppliers shall will be coordinated by HCBFWFB. HCBF shall WFB will have the right to participate in any discussions between CenterState Investar and HCBFWFB’s customers and suppliers. (de) CenterState Investar and HCBF WFB agree to take all action necessary and appropriate to cause Harbor Community Bank FNB to merge with CenterState Investar Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger Agreement immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior Each of Tenant and Landlord shall attempt in good faith to coordinate with one another its construction activities at the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries shall take any actions CenterState may reasonably request from time to time to better prepare Premises or the parties for integration of the operations of HCBF and its Subsidiaries with CenterState and its SubsidiariesProject Area, respectively. Without limiting Tenant shall (i) cause any and all work which Tenant is required to or does perform on, under or adjacent to any portion of any street situated in whole or in part in the foregoing, senior officers of HCBF and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF and its Subsidiaries, and HCBF shall give due consideration to CenterState’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState nor CenterState Bank shall under any circumstance be permitted to exercise control of HCBF or any of its Subsidiaries prior to the Effective Time. HCBF shall permit representatives of CenterState Bank Project Area to be onsite at HCBF performed in a manner which does not wrongfully obstruct or materially hinder ingress to facilitate integration or egress from any portion of operations and assist with any other coordination efforts as necessary. the Project Area, (bii) Prior to not cause, permit or suffer the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries shall take any actions CenterState may reasonably request storage of construction materials or the placement of vehicles not then being operated in connection with negotiating construction activities on any amendments, modifications or terminations portion of any Leases such street, except as may be permitted by the Requirements, (iii) undertake its construction activities in accordance with normal New York City construction rules and (iv) promptly repair or, if required by Landlord, replace any portion of Landlord’s Civic Facilities damaged by the act or HCBF Material Contracts that CenterState may requestomission of Tenant or any agent, includingcontractor or employee of Tenant, but not limited to, actions necessary to cause any such amendmentsrepair or replacement, modifications as the case may be, to be performed by using materials identical to those used by Landlord, or, if Tenant, despite its reasonable efforts, is unable to procure such materials, using materials in quality and appearance similar to those used by Landlord and approved by Landlord. In the event Tenant shall have failed to promptly repair or terminations to become effective prior to, or immediately upon, the Closing, replace such portion of Landlord’s Civic Facilities as hereinabove provided after notice by Landlord and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable LawsUnavoidable Delay, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF Landlord shall have the right to participate in any discussions between CenterState do so at Tenant’s expense and HCBFTenant shall, within ten (10) days after demand, reimburse Landlord for such costs and expenses incurred by Landlord. In the event Tenant shall fail to promptly comply with the provisions of subparagraph (ii) of this Section 11.08, Landlord shall have the right after ten (10) days’ notice to Tenant to remove such construction materials or vehicles at Tenant’s customers expense and suppliers. Tenant shall, within ten (d10) CenterState days after demand, reimburse Landlord for such costs and HCBF agree expenses incurred by Landlord. At the request of Landlord, Tenant shall promptly enclose the Land with an 8-foot high chain-mesh fence (or such other appropriate construction fence as Tenant shall propose and Landlord shall approve, such approval not to take all action necessary and appropriate be unreasonably withheld) so as to cause Harbor Community Bank to merge with CenterState Bank in accordance with applicable Laws and separate the terms Premises from the remainder of the Plan Project Area. During construction, Tenant shall maintain Tenant’s fence in good condition and shall have the right to temporarily remove and relocate the fence as may be required to permit construction access to the Premises or construction logistics, provided the fence shall at all times remain within the boundaries of Bank Merger immediately following the Effective Time or as promptly as practicable thereafterLand. Upon Substantial Completion of the Building, Tenant shall remove Tenant’s fence. Subject to the Requirements, Tenant shall have the right to remove Tenant’s fence at an earlier date if Tenant has commenced business operations.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries FNB shall take any actions CenterState Buyer may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF and its Subsidiaries FNB with CenterState and its Subsidiaries, respectivelyBuyer Bank. Without limiting the foregoing, senior officers of HCBF FNB and CenterState Buyer shall meet from time to time as CenterState Buyer may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF and its SubsidiariesFNB, and HCBF FNB shall give due consideration to CenterStateBuyer’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState Buyer nor CenterState Buyer Bank shall under any circumstance be permitted to exercise control of HCBF FNB or any of its Subsidiaries prior to the Effective Time. HCBF FNB shall permit representatives of CenterState Buyer Bank to be onsite at HCBF FNB to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior Upon Buyer’s reasonable request, prior to the Effective Time and consistent with GAAP, the rules and regulations of the SEC and applicable banking laws and regulations, each of FNB and its Subsidiaries shall modify or change its loan, OREO, accrual, reserve, tax, litigation and real estate valuation policies and practices (including loan classifications and levels of reserves) so as to be applied, on a basis that is consistent with that of Buyer. In order to promote a more efficient and orderly integration of operation of FNB with Buyer Bank, from the date of execution of this Agreement and prior to the Effective Time, as more particularly set forth in and subject to applicable Lawsthe provisions of Section 5.01(q), HCBF and its Subsidiaries FNB shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may sell or otherwise divest itself of such investment securities and loans as are identified by Buyer and agreed to in writing between FNB and Buyer from time to time prior to the Closing Date, such identification to include a statement as to Buyer’s business reasons for such divestitures. Notwithstanding the foregoing, no such modifications, changes or divestitures of the type described in this Section 5.19(b) need be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after made prior to the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF . (c) FNB shall, upon CenterStateconsistent with GAAP and regulatory accounting principles, use its commercially reasonable efforts to implement at Buyer’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBFrequest internal control procedures which are consistent with Buyer’s and any Buyer Bank’s current internal control procedures to allow Buyer to fulfill its reporting requirement under Section 404 of its Subsidiaries’ customers the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, provided, however, that no such modifications, changes or divestitures need be made prior to the satisfaction of the conditions set forth in Section 6.01(a) and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions between CenterState and HCBF’s customers and suppliersSection 6.01(b). (d) CenterState No accrual or reserve or change in policy or procedure made by FNB or any of its Subsidiaries pursuant to this Section 5.19 shall constitute or be deemed to be a breach, violation of or failure to satisfy any representation, warranty, covenant, agreement, condition or other provision of this Agreement or otherwise be considered in determining whether any such breach, violation or failure to satisfy shall have occurred. The recording of any such adjustment shall not be deemed to imply any misstatement of previously furnished financial statements or information and HCBF agree shall not be construed as concurrence of FNB or its management with any such adjustments. (e) Subject to take all action necessary Section 5.19(b), Buyer and appropriate FNB shall cooperate (i) to minimize any potential adverse impact to Buyer under Financial Accounting Standards Board Accounting Standards Codification Topic 805 (Business Combinations), and (ii) to maximize potential benefits to the Buyer and its Subsidiaries under Code Section 382 in connection with the transactions contemplated by this Agreement, in each case consistent with GAAP, the rules and regulations of the SEC and applicable banking laws and regulations. (f) FNB shall use its commercially reasonable efforts to cause Harbor Community Bank to merge with CenterState Bank in accordance with applicable Laws the Retention Agreements, the Non-Compete Agreements and the terms of Employment Agreement to be executed and delivered at the Plan of Bank Merger immediately following Closing by the Effective Time or as promptly as practicable thereafterindividuals identified on Disclosure Schedule Section 8.01.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF Company and its Subsidiaries shall take any actions CenterState Buyer may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF Company and its Subsidiaries Company Bank with CenterState Buyer and its SubsidiariesBuyer Bank, respectively. Without limiting the foregoing, senior officers of HCBF Company and CenterState Buyer shall meet from time to time as CenterState Buyer may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF Company and its Subsidiaries, and HCBF Company shall give due consideration to CenterStateBuyer’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState Buyer nor CenterState Buyer Bank shall under any circumstance be permitted to exercise control of HCBF Company or any of its Subsidiaries prior to the Effective Time. HCBF Company shall permit representatives of CenterState Buyer Bank to be onsite at HCBF Company to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior Company shall, consistent with GAAP and regulatory accounting principles, use its commercially reasonable efforts to adjust, at Buyer’s reasonable request, internal control procedures which are consistent with Buyer’s and Buyer Bank’s current internal control procedures to allow Buyer to fulfill its reporting requirement under Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, provided, however, that no such adjustments need be made prior to the satisfaction of the conditions set forth in Section 6.01(b). (c) Following the satisfaction of the conditions set forth in Sections 6.01(a) and prior to the Effective Time, subject to applicable Laws, HCBF Company and its Subsidiaries shall take any actions CenterState Buyer may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Company Material Contracts that CenterState Buyer may request, including, including but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState Buyer and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState Buyer in connection with any such amendment, modification or termination. (cd) From Buyer and after Company shall cooperate (i) to minimize any potential adverse impact to Buyer under Financial Accounting Standards Board Accounting Standards Codification Topic 805 (Business Combinations), and (ii) to maximize potential benefits to Buyer and its Subsidiaries under Code Section 382 in connection with the date hereoftransactions contemplated by this Agreement, subject to applicable Lawsin each case consistent with GAAP, the parties shall reasonably cooperate with rules and regulations of the other SEC and applicable banking Laws and regulations. (e) Following the satisfaction of the conditions set forth in preparing for the prompt conversion or consolidation of systems Sections 6.01(a) and business operations promptly after prior to the Effective Time (including by entering into customary confidentialityTime, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF Company shall, upon CenterStateBuyer’s reasonable request, introduce CenterState Buyer and its representatives to suppliers of HCBF Company and its Subsidiaries for the purpose of facilitating the integration of HCBF Company and its business into that of CenterStateBuyer. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF each party shall, upon CenterState’s the reasonable requestrequest of the other party, introduce CenterState the other party and its representatives to its customers and those of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF Company and its business into that of CenterStateBuyer. Any interaction between CenterState Buyer and HCBF’s Company and any of its their Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions parties and no discussions, meetings or communications between CenterState and HCBFa party’s customers and supplierssuppliers shall occur without the presence of a representative of, or the prior written approval of, such party. (df) CenterState Buyer and HCBF Company agree to take all action necessary and appropriate to cause Harbor Community Company Bank to merge with CenterState Buyer Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior Until the US NDA is fully transferred to Assignee, the parties agree that they shall oversee the management of all activities conducted under the Elan Agreement that are associated with the INDs, the NDA filings, and the US NDA and the transfer of same from the Assignor to the Assignee through a transition committee (“Transition Committee”). Unless otherwise mutually agreed in writing by the parties: a. The Transition Committee shall be composed of four (4) Elan representatives and four (4) representatives in total for the Assignee and Assignor, one of which must, in every instance, represent Assignee. b. The Transition Committee shall meet within fourteen (14) days of the Effective Time, subject Date to applicable Laws, HCBF discuss and its Subsidiaries shall take any actions CenterState may reasonably request from time to time to better prepare determine how the parties for integration of shall interact with one another while the operations of HCBF Assignor continues to own and its Subsidiaries with CenterState maintain the INDs, NDA filings and its Subsidiaries, respectivelythe US NDA. Without limiting the foregoing, senior officers of HCBF and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF and its Subsidiaries, and HCBF shall give due consideration to CenterState’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState nor CenterState Bank shall under any circumstance be permitted to exercise control of HCBF or any of its Subsidiaries prior to the Effective Time. HCBF shall permit representatives of CenterState Bank Specific issues to be onsite at HCBF to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior to the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may request, includingdiscussed include, but are not limited to, actions necessary to cause any such amendmentsthe transfer and return of Elan confidential information, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, how the parties shall coordinate and respond to FDA enquiries, the new COMPOUND qualification, on-going activities prior to process validation, the use of process validation batches, and PRODUCT launch activities; c. Thereafter, the Transition Committee shall meet as often as may be reasonably cooperate with necessary to resolve any management issues that may arise between the other in preparing parties while Assignor continues to own and be responsible for the prompt conversion or consolidation INDs, the NDA filings and the US NDA. The meetings may take place by telephone or, if necessary, in person; d. Transition Committee meetings shall be co-chaired by a representative from Elan and a representative from Assignee. All decisions made shall be mutually agreed by the Elan and Assignee, and Assignor shall be bound by such decisions. Any dispute that cannot be resolved by the Transition Committee shall be submitted for resolution to the President and Chief Operating Officer of systems Elan and business operations the Chief Executive Officer of Assignee. e. The Transition Committee shall be promptly after disbanded following the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction transfer of the conditions set forth in Section 6.01(a) and Section 6.01(b)INDs, subject to applicable Laws, HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions between CenterState and HCBF’s customers and suppliers. (d) CenterState and HCBF agree to take all action necessary and appropriate to cause Harbor Community Bank to merge with CenterState Bank in accordance with applicable Laws NDA filings and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafterUS NDA to Assignee.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF HSBI and its Subsidiaries shall take any actions CenterState FBMS may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF HSBI and its Subsidiaries with CenterState FBMS and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF HSBI and CenterState FBMS shall meet from time to time as CenterState FBMS may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF HSBI and its Subsidiaries, and HCBF HSBI shall give due consideration to CenterStateFBMS’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState FBMS nor CenterState Bank The First shall under any circumstance be permitted to exercise control of HCBF HSBI or any of its Subsidiaries prior to the Effective Time. HCBF HSBI shall permit representatives of CenterState Bank The First to be onsite at HCBF HSBI to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Heritage Southeast Bank’s business, during normal business hours and at the expense of FBMS or The First (not to include Heritage Southeas Bank's regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF HSBI and its Subsidiaries shall take any actions CenterState FBMS may reasonably request (at FMBS’s sole cost) in connection with negotiating any amendments, modifications or terminations of any material Leases or HCBF HSBI Material Contracts that CenterState FBMS may reasonably request, including, but not limited to, including actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState FBMS and will use its commercially reasonable efforts to negotiate specific provisions that may be reasonably requested by CenterState FBMS in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to HSBI’s or Heritage Southeast Bank's business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF HSBI shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to suppliers of HCBF HSBI and its Subsidiaries for the purpose of facilitating the integration of HCBF HSBI and its business into that of CenterStateFBMS. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF HSBI shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to customers of HCBF HSBI and its Subsidiaries for the purpose of facilitating the integration of HCBF HSBI and its business into that of CenterStateFBMS. Any interaction between CenterState FBMS and HCBFHSBI’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFHSBI. HCBF HSBI shall have the right to participate in any discussions between CenterState FBMS and HCBFHSBI’s customers and suppliers. (d) CenterState FBMS and HCBF HSBI agree to take all action necessary and appropriate to cause Harbor Community Heritage Southeast Bank to merge with CenterState Bank The First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF each of Company and its Subsidiaries shall take any actions CenterState action Purchaser may reasonably request from time to time to better prepare the parties for the integration of the operations of HCBF Company and its Subsidiaries with CenterState Purchaser and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF Company and CenterState Purchaser shall meet from time to time as CenterState Purchaser may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF Company and its Subsidiaries, and HCBF Company shall give due consideration to CenterStatePurchaser’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState Purchaser nor CenterState Purchaser Bank shall under any circumstance be permitted to exercise control of HCBF Company or any of its Subsidiaries prior to the Effective Time. HCBF Company shall permit representatives of CenterState Purchaser Bank to be onsite at HCBF Company to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior to the Effective Time, subject to applicable Laws, HCBF Company and its Subsidiaries shall take any actions CenterState Purchaser may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Company Contracts that CenterState Purchaser may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState Purchaser and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState Purchaser in connection with any such amendment, modification or termination. (c) Purchaser and Company shall cooperate (i) to minimize any potential adverse impact to Purchaser under Financial Accounting Standards Board Accounting Standards Codification Topic 805 (Business Combinations), and (ii) to maximize potential benefits to Purchaser and its Subsidiaries under Code Section 382 in connection with the transactions contemplated by this Agreement, in each case consistent with GAAP, the rules and regulations of the SEC and applicable banking Laws and regulations. (d) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) ), and HCBF Company shall, upon CenterStatePurchaser’s reasonable request, introduce CenterState Purchaser and its representatives to suppliers of HCBF Company and its Subsidiaries for the purpose of facilitating the integration of HCBF Company and its business into that of CenterStatePurchaser. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF Company shall, upon CenterStatePurchaser’s reasonable request, introduce CenterState Purchaser and its representatives to customers of HCBF Company and its Subsidiaries for the purpose of facilitating the integration of HCBF Company and its business into that of CenterStatePurchaser. Any interaction between CenterState Purchaser and HCBFCompany’s and any of its Subsidiaries’ Subsidiary’s customers and suppliers shall be coordinated by HCBFCompany. HCBF Company shall have the right to participate in any discussions between CenterState Purchaser and HCBFCompany’s customers and suppliers. (de) CenterState Purchaser and HCBF Company agree to take all action necessary and appropriate to cause Harbor Community Selling Bank to merge with CenterState Purchaser Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF Centre and its Subsidiaries shall take any actions CenterState BFC may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF Centre and its Subsidiaries with CenterState BFC and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF Centre and CenterState BFC shall meet from time to time as CenterState BFC may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF Centre and its Subsidiaries, and HCBF Centre shall give due consideration to CenterStateBFC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState BFC nor CenterState Bank First shall under any circumstance be permitted to exercise control of HCBF Centre or any of its Subsidiaries prior to the Effective Time. HCBF Centre shall permit representatives of CenterState Bank First to be onsite at HCBF Centre to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to First National Bank’s business, during normal business hours and at the expense of BFC or Bank First (not to include First National Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF Centre and its Subsidiaries shall take any actions CenterState BFC may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Centre Material Contracts that CenterState BFC may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState BFC and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState BFC in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to Centre’s or its Subsidiaries’ respective businesses) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF Centre shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to suppliers of HCBF Centre and its Subsidiaries for the purpose of facilitating the integration of HCBF Centre and its business into that of CenterStateBFC. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF Centre shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to customers of HCBF Centre and its Subsidiaries for the purpose of facilitating the integration of HCBF Centre and its business into that of CenterStateBFC. Any interaction between CenterState BFC and HCBFCentre’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFCentre. HCBF Centre shall have the right to participate in any discussions between CenterState BFC and HCBFCentre’s customers and suppliers. (d) CenterState BFC and HCBF Centre agree to take all action necessary and appropriate to cause Harbor Community First National Bank to merge with CenterState Bank First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter. (e) Without limiting the foregoing, upon BFC’s reasonable request, Centre and First National Bank shall, prior to the Closing Date, dispose of any assets held by Centre or First National Bank that BFC determines would be impermissible investments for BFC or Bank First; provided, however, that Centre nor First National Bank shall not be required to dispose any such assets until the receipt of Regulatory Approvals; provided, further, that any losses incurred with respect to such disposals shall not reduce or impact the calculation of the Centre Tangible Book Value.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF SSNF and its Subsidiaries shall take any actions CenterState FBMS may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF SSNF and its Subsidiaries with CenterState FBMS and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF SSNF and CenterState FBMS shall meet from time to time as CenterState FBMS may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF SSNF and its Subsidiaries, and HCBF SSNF shall give due consideration to CenterStateFBMS’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState FBMS nor CenterState Bank The First shall under any circumstance be permitted to exercise control of HCBF SSNF or any of its Subsidiaries prior to the Effective Time. HCBF SSNF shall permit representatives of CenterState Bank The First to be onsite at HCBF SSNF to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Sunshine Bank’s business, during normal business hours and at the expense of FBMS or The First (not to include Sunshine Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF SSNF and its Subsidiaries shall take any actions CenterState FBMS may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF SSNF Material Contracts that CenterState FBMS may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState FBMS and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState FBMS in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to SSNF’s or Sunshine Bank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF SSNF shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to suppliers of HCBF SSNF and its Subsidiaries for the purpose of facilitating the integration of HCBF SSNF and its business into that of CenterStateFBMS. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF SSNF shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to customers of HCBF SSNF and its Subsidiaries for the purpose of facilitating the integration of HCBF SSNF and its business into that of CenterStateFBMS. Any interaction between CenterState FBMS and HCBFSSNF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFSSNF. HCBF SSNF shall have the right to participate in any discussions between CenterState FBMS and HCBFSSNF’s customers and suppliers. (d) CenterState FBMS and HCBF SSNF agree to take all action necessary and appropriate to cause Harbor Community Sunshine Bank to merge with CenterState Bank The First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF BBI and its Subsidiaries shall take any actions CenterState FBMS may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF BBI and its Subsidiaries with CenterState FBMS and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF BBI and CenterState FBMS shall meet from time to time as CenterState FBMS may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF BBI and its Subsidiaries, and HCBF BBI shall give due consideration to CenterStateFBMS’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState FBMS nor CenterState Bank The First shall under any circumstance be permitted to exercise control of HCBF BBI or any of its Subsidiaries prior to the Effective Time. HCBF BBI shall permit representatives of CenterState Bank The First to be onsite at HCBF BBI to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior to the Effective Time, subject to applicable Laws, HCBF BBI and its Subsidiaries shall take any actions CenterState FBMS may reasonably request in connection with negotiating any amendments, modifications or terminations of any material Leases or HCBF BBI Material Contracts that CenterState FBMS may reasonably request, including, but not limited to, including actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState FBMS and will use its commercially reasonable efforts to negotiate specific provisions that may be reasonably requested by CenterState FBMS in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF BBI shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to suppliers of HCBF BBI and its Subsidiaries for the purpose of facilitating the integration of HCBF BBI and its business into that of CenterStateFBMS. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF BBI shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to customers of HCBF BBI and its Subsidiaries for the purpose of facilitating the integration of HCBF BBI and its business into that of CenterStateFBMS. Any interaction between CenterState FBMS and HCBFBBI’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFBBI. HCBF BBI shall have the right to participate in any discussions between CenterState FBMS and HCBFBBI’s customers and suppliers. (d) CenterState FBMS and HCBF BBI agree to take all action necessary and appropriate to cause Harbor Community Beach Bank to merge with CenterState Bank The First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF SCB and its Subsidiaries shall take any actions CenterState SMBK may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF SCB and its Subsidiaries with CenterState SMBK and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF SCB and CenterState SMBK shall meet from time to time as CenterState SMBK may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF SCB and its Subsidiaries, and HCBF SCB shall give due consideration to CenterStateSMBK’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState SMBK nor CenterState Bank SmartBank shall under any circumstance be permitted to exercise control of HCBF SCB or any of its Subsidiaries prior to the Effective Time. HCBF SCB shall permit representatives of CenterState Bank SmartBank to be onsite at HCBF SCB and its Subsidiaries to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to normal business operations, during normal business hours and at the expense of SMBK or SmartBank (not to include SCB’s or its Subsidiaries’ regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF SCB and its Subsidiaries shall take any actions CenterState SMBK may reasonably request in connection with negotiating any amendments, modifications modifications, or terminations of any Leases or HCBF SCB Material Contracts that CenterState SMBK may request, including, but not limited to, actions necessary to cause any such amendments, modifications modifications, or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState SMBK and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState SMBK in connection with any such amendment, modification modification, or termination. (c) From and after the date hereof, subject to applicable Laws, the parties Parties shall reasonably cooperate (provided that the Parties shall cooperate to reasonably minimize disruption to SCB’s or its Subsidiaries’ respective businesses) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure disclosure, and similar agreements with the other party and appropriate service providers) and HCBF SCB shall, upon CenterStateSMBK’s reasonable request, introduce CenterState SMBK and its representatives to suppliers of HCBF SCB and its Subsidiaries for the purpose of facilitating the integration of HCBF SCB and its business into that of CenterStateSMBK. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF SCB shall, upon CenterStateSMBK’s reasonable request, introduce CenterState SMBK and its representatives to customers of HCBF SCB and its Subsidiaries for the purpose of facilitating the integration of HCBF SCB and its business into that of CenterStateSMBK. Any interaction between CenterState SMBK and HCBFSCB’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFSCB. HCBF SCB shall have the right to participate in any discussions between CenterState SMBK and HCBFSCB’s customers and suppliers. (d) CenterState SMBK and HCBF SCB agree to take all action necessary and appropriate to cause Harbor Community S▇▇▇▇▇ County Bank to merge with CenterState Bank SmartBank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF FPB and its Subsidiaries shall take any actions CenterState FBMS may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF FPB and its Subsidiaries with CenterState FBMS and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF FPB and CenterState FBMS shall meet from time to time as CenterState FBMS may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF FPB and its Subsidiaries, and HCBF FPB shall give due consideration to CenterStateFBMS’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState FBMS nor CenterState Bank The First shall under any circumstance be permitted to exercise control of HCBF FPB or any of its Subsidiaries prior to the Effective Time. HCBF FPB shall permit representatives of CenterState Bank The First to be onsite at HCBF FPB to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Florida Parishes Bank’s business, during normal business hours and at the expense of FBMS or The First (not to include Florida Parishes Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF FPB and its Subsidiaries shall take any actions CenterState FBMS may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF FPB Material Contracts that CenterState FBMS may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState FBMS and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState FBMS in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to FPB’s or Florida Parishes Bank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF FPB shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to suppliers of HCBF FPB and its Subsidiaries for the purpose of facilitating the integration of HCBF FPB and its business into that of CenterStateFBMS. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF FPB shall, upon CenterStateFBMS’s reasonable request, introduce CenterState FBMS and its representatives to customers of HCBF FPB and its Subsidiaries for the purpose of facilitating the integration of HCBF FPB and its business into that of CenterStateFBMS. Any interaction between CenterState FBMS and HCBFFPB’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFFPB. HCBF FPB shall have the right to participate in any discussions between CenterState FBMS and HCBFFPB’s customers and suppliers. (d) CenterState FBMS and HCBF FPB agree to take all action necessary and appropriate to cause Harbor Community Florida Parishes Bank to merge with CenterState Bank The First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF HTB and its Subsidiaries shall take any actions CenterState BFC may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF HTB and its Subsidiaries with CenterState BFC and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF HTB and CenterState BFC shall meet from time to time as CenterState BFC may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF HTB and its Subsidiaries, and HCBF HTB shall give due consideration to CenterStateBFC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState BFC nor CenterState Bank First shall under any circumstance be permitted to exercise control of HCBF HTB or any of its Subsidiaries prior to the Effective Time. HCBF HTB shall permit representatives of CenterState Bank First to be onsite at HCBF HTB to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Hometown Bank’s business, during normal business hours and at the expense of BFC or Bank First (not to include Hometown Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF HTB and its Subsidiaries shall take any actions CenterState BFC may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF HTB Material Contracts that CenterState BFC may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState BFC and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState BFC in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to HTB’s or its Subsidiaries’ respective businesses) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF HTB shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to suppliers of HCBF HTB and its Subsidiaries for the purpose of facilitating the integration of HCBF HTB and its business into that of CenterStateBFC. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF HTB shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to customers of HCBF HTB and its Subsidiaries for the purpose of facilitating the integration of HCBF HTB and its business into that of CenterStateBFC. Any interaction between CenterState BFC and HCBFHTB’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFHTB. HCBF HTB shall have the right to participate in any discussions between CenterState BFC and HCBFHTB’s customers and suppliers. (d) CenterState BFC and HCBF HTB agree to take all action necessary and appropriate to cause Harbor Community Hometown Bank to merge with CenterState Bank First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF FFKY and its Subsidiaries shall take any actions CenterState CBIN may reasonably request from time to time to better prepare the parties Parties for integration of the operations of HCBF and its Subsidiaries FFB with CenterState and its Subsidiaries, respectivelyYCB. Without limiting the foregoing, senior officers of HCBF FFKY and CenterState CBIN shall meet from time to time as CenterState CBIN may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF FFKY and its Subsidiaries, and HCBF FFKY shall give due consideration to CenterStateCBIN’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState CBIN nor CenterState Bank YCB shall under any circumstance be permitted permitted, directly or indirectly, to exercise control of HCBF FFKY or any of its Subsidiaries prior to the Effective Time. HCBF Upon CBIN’s reasonable request, FFKY shall permit representatives of CenterState Bank YCB to be onsite at HCBF FFB during FFB’s normal business hours (or as otherwise agreed to by FFKY) to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior Upon CBIN’s reasonable request, prior to the Effective Time and consistent with GAAP, the rules and regulations of the SEC and applicable banking laws and regulations, each of FFKY and its Subsidiaries shall modify or change its loan, OREO, accrual, reserve, tax, litigation and real estate valuation policies and practices (including loan classifications and levels of reserves) so as to be applied on a basis that is consistent with that of CBIN. In order to promote a more efficient and orderly integration of operation of FFB with YCB, from the date of execution of this Agreement and prior to the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries FFKY shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may request, including, but not limited to, actions necessary use commercially reasonable efforts to cause any FFB to sell or otherwise divest itself of such amendmentsinvestment securities and loans as are identified by CBIN and agreed to in writing between FFKY and CBIN from time to time prior to the Closing Date, modifications or terminations such identification to become effective prior toinclude a statement as to CBIN’s business reasons for such divestitures. (c) FFKY shall, or immediately uponconsistent with GAAP and regulatory accounting principles, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection implement at CBIN’s request internal control procedures which are consistent with any such amendment, modification or termination. (c) From CBIN’s and after the date hereof, subject YCB’s current internal control procedures to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and allow CBIN to fulfill its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction reporting requirement under Section 404 of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions between CenterState and HCBF’s customers and suppliersS▇▇▇▇▇▇▇-▇▇▇▇▇ Act. (d) CenterState No accrual or reserve or change in policy or procedure made by FFKY or any of its Subsidiaries pursuant to this Section 8.19 shall constitute or be deemed to be a breach, violation of or failure to satisfy any representation, warranty, covenant, agreement, condition or other provision of this Agreement or otherwise be considered in determining whether any such breach, violation or failure to satisfy shall have occurred. The recording of any such adjustment shall not be deemed to imply any misstatement of previously furnished financial statements or information and HCBF agree to take all action necessary and appropriate to cause Harbor Community Bank to merge shall not be construed as concurrence of FFKY or its management with CenterState Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafterany such adjustments.

Coordination. (a) Prior The Authority Representative and the City Representatives shall work in good faith pursuant to the Effective Timeestablished guidelines and procedures set forth herein with respect to Design Review and coordination of Construction, subject right-of-way acquisition and Rearrangement of City Facilities pursuant to applicable Lawsthis Agreement in order to permit the timely design, HCBF construction and its Subsidiaries shall take any actions CenterState may reasonably request from time to time to better prepare the parties for integration operation of the operations Project. The City Representative(s) shall attend the weekly coordination meetings to stay apprised of HCBF the Project schedule and activities within the City. 2.2.1 Certain components of the Project construction may require interruption of some City services except for street lighting service unless the public area is completely closed to both vehicular and pedestrian traffic. The Authority shall schedule its Subsidiaries with CenterState and its Subsidiariesconstruction activities to cause the least amount of disruption. As set forth herein, respectively. Without limiting the foregoingCity consents to schedule an interruption of service, senior officers of HCBF and CenterState deemed necessary by Authority; however, Authority shall meet from time to time as CenterState may reasonably request, and provide prior notice in any event not less frequently than monthly, to review the financial and operational affairs of HCBF and its Subsidiaries, and HCBF shall give due consideration to CenterState’s input on such matters, accordance with the understanding thatSPP Notification Matrix before City services are interrupted. Authority will notify affected parties, notwithstanding any other provision contained including residents, businesses and the in this Agreementadvance of scheduled interruptions and will cooperate with City to minimize interruption of City service and resulting disruptions. Where the City determines that Temporary Facilities are reasonably necessary and appropriate and provides Authority with at least 14 Days prior written notice to provide the same, neither CenterState nor CenterState Bank Authority shall under any circumstance be permitted to exercise control of HCBF or any of its Subsidiaries prior to the Effective Time. HCBF shall permit representatives of CenterState Bank to be onsite at HCBF to facilitate integration of operations provide such Temporary Facilities; provided, however, that Authority deems such request reasonable and assist with any other coordination efforts as necessary. 2.2.2 City recognizes that time is of the essence for the Project, and that certain portions of the Project may involve Partial Design Submittals to facilitate early Construction of complete segments of a project prior to completion and approval of a completely integrated Final Design for the entire project. Each Partial Design Submittal will identify the particular segment by station reference and cross reference all adjoining segments to be submitted for the designated City Representative’s review and approval for early construction. The designated City Representative shall submit consolidated comments on Partial Design Submittals to Authority within 30 Days of receipt from Authority and shall identify any aspects of the identified segments that do not conform to applicable City Standards, based on the information provided; however, in the event the Partial Design Submittals are incomplete, the City has the right to reject said submission. The City shall notify the Authority at the earliest opportunity that said submittals are incomplete. Construction components identified by the City, which do not conform to City Standards, Requirements, or Ordinances shall not proceed to early construction. If the designated City Representative does not provide its consolidated comments within the specified 30 Day period, Authority may deem such Partial Design Submittal approved by City. The designated City Representative shall be responsible for consolidating all City-related comments from the applicable City departments and providing Authority one such set of its comments. 2.2.3 No more than six (b6) Prior Design submittals consisting of a reasonable number of sheets shall be scheduled for review and approval by the City at one time unless otherwise agreed upon. The determination of what constitutes a reasonable number of sheets will be agreed upon by the parties through their respective representatives in advance of each stage of design . Each Design submittal shall include AutoCAD design drawings, project specifications, supporting data, reports and such information as needed to advance to the Effective Time, subject next stage of design. 2.2.4 The Parties recognize that City approval of Partial Design ubmittals might result in Design or Construction of City facilities that are non-conforming to applicable Laws, HCBF and its Subsidiaries City Standards. Authority shall take any actions CenterState may reasonably request be responsible for correction of all such non-conforming Design and/or Construction so long as (i) they are requested by the City in connection with negotiating any amendments, modifications Final Design approval of an entire Facility in order to conform that Facility to applicable City Standards or terminations of any Leases or HCBF Material Contracts that CenterState may request, including, but not limited to, actions (ii) correction is necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or terminationprevent public health and/or safety risk. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions between CenterState and HCBF’s customers and suppliers. (d) CenterState and HCBF agree to take all action necessary and appropriate to cause Harbor Community Bank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF Seller and its Subsidiaries shall take any actions CenterState Buyer may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF Seller and its Subsidiaries with CenterState Buyer and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF Seller and CenterState Buyer shall meet from time to time as CenterState Buyer may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF Seller and its Subsidiaries, and HCBF Seller shall give due consideration to CenterStateBuyer’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState Buyer nor CenterState Bank FirstBank shall under any circumstance be permitted to exercise control of HCBF Seller or any of its Subsidiaries prior to the Effective Time. HCBF Seller shall permit representatives of CenterState Bank FirstBank to be onsite at HCBF Seller and its Subsidiaries to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to normal business operations, during normal business hours and at the expense of Buyer or FirstBank (not to include Seller’s or its Subsidiaries’ regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF Seller and its Subsidiaries shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination.Subsidiaries (c) From and after the date hereof, subject to applicable Laws, the parties Parties shall reasonably cooperate (provided that the Parties shall cooperate to reasonably minimize disruption to Seller’s or its Subsidiaries’ respective businesses) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure disclosure, and similar agreements with the other party and appropriate service providers) and HCBF Seller shall, upon CenterStateBuyer’s reasonable request, introduce CenterState Buyer and its representatives to suppliers of HCBF Seller and its Subsidiaries for the purpose of facilitating the integration of HCBF Seller and its business into that of CenterStateBuyer. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF Seller shall, upon CenterStateBuyer’s reasonable request, introduce CenterState Buyer and its representatives to customers of HCBF Seller and its Subsidiaries for the purpose of facilitating the integration of HCBF Seller and its business into that of CenterStateBuyer. Any interaction between CenterState Buyer and HCBFSeller’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFSeller. HCBF Seller shall have the right to participate in any discussions between CenterState ▇▇▇▇▇ and HCBF▇▇▇▇▇▇’s customers and suppliers. (d) CenterState ▇▇▇▇▇ and HCBF Seller agree to take all action necessary and appropriate to cause Harbor Community Seller Bank to merge with CenterState Bank FirstBank in accordance with applicable Laws and the terms of the Bank Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter. (e) Without limiting the foregoing, upon Buyer’s reasonable request, Seller and Seller Bank shall, prior to the Closing Date, dispose of any assets held by Seller or Seller Bank that Buyer determines would be impermissible investments for Buyer or FirstBank.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF senior officers of Seacoast and its Subsidiaries Enterprise shall take any actions CenterState may reasonably request meet from time to time as Enterprise may reasonably request, not less frequently than monthly, to better prepare the parties for integration of the operations of HCBF Seacoast and its Subsidiaries Seacoast Bank with CenterState Enterprise and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF EB&T and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF Seacoast and its Seacoast Subsidiaries, and HCBF Seacoast shall give due consideration to CenterStateEnterprise’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState Enterprise nor CenterState Bank shall EB&T shall, under any circumstance circumstance, be permitted to exercise control of HCBF Seacoast or any of its Subsidiaries Seacoast Subsidiary prior to the Effective Time. HCBF Seacoast shall permit representatives of CenterState Bank Enterprise to be onsite at HCBF Seacoast to facilitate integration of operations and assist with any other coordination efforts as necessary. (b) Prior Seacoast shall, consistent with GAAP and regulatory accounting principles, use Commercially Reasonable Efforts to adjust, at Enterprise’s reasonable request, internal control procedures which are consistent with Enterprise’s and EB&T’s current internal control procedures to allow Enterprise to fulfill its reporting requirement under Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, provided, however, that no such adjustments need be made prior to the satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b). (c) Enterprise and Seacoast shall reasonably cooperate (i) to minimize any potential adverse impact to Enterprise under Financial Accounting Standards Board Accounting Standards Codification Topic 805 (Business Combinations), and (ii) to take reasonable steps to maximize potential benefits to Enterprise and Enterprise Subsidiaries under Section 382 of the Code in connection with the transactions contemplated by this Agreement, in each case consistent with GAAP, the Code, the rules and regulations of the SEC and applicable banking Laws. (d) Following the satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b) and prior to the Effective Time, subject to applicable Laws, HCBF and its Subsidiaries shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF Seacoast shall, upon CenterStateEnterprise’s reasonable request, introduce CenterState Enterprise and its representatives to suppliers of HCBF Seacoast and its Seacoast Subsidiaries for the purpose of facilitating the integration of HCBF Seacoast and its business into that of CenterStateEnterprise. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF each party shall, upon CenterState’s the reasonable requestrequest of the other party, introduce CenterState the other party and its representatives to its customers and those of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF Seacoast and its business into that of CenterStateEnterprise. Any interaction between CenterState Enterprise and HCBF’s Seacoast and any of its their Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions parties and no discussions, meetings or communications between CenterState and HCBFa party’s customers and supplierssuppliers shall occur without the presence of a representative of, or the prior written approval of, such party. (de) CenterState Seacoast Bank shall execute such certificates or articles of combination and HCBF agree such other documents and certificates as may be requested by Enterprise to take all action necessary and appropriate to cause Harbor Community effectuate the Bank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafterMerger.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF TCBC and its Subsidiaries shall take any actions CenterState CBAN may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF TCBC and its Subsidiaries with CenterState CBAN and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF TCBC and CenterState CBAN shall meet from time to time as CenterState CBAN may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF TCBC and its Subsidiaries, and HCBF TCBC shall give due consideration to CenterStateCBAN’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState CBAN nor CenterState Colony Bank shall under any circumstance be permitted to exercise control of HCBF TCBC or any of its Subsidiaries prior to the Effective Time. HCBF TCBC shall permit representatives of CenterState Colony Bank to be onsite at HCBF TCBC to facilitate integration of operations and assist with any other coordination efforts as necessary., provided such efforts shall be done without undue disruption to TC Federal Bank’s business, (b) Prior to the Effective Time, subject to applicable Laws, HCBF TCBC and its Subsidiaries shall take any actions CenterState CBAN may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF TCBC Material Contracts that CenterState CBAN may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState CBAN and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState CBAN in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to TCBC’s or TC Federal Bank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF TCBC shall, upon CenterStateCBAN’s reasonable request, introduce CenterState CBAN and its representatives to suppliers of HCBF TCBC and its Subsidiaries for the purpose of facilitating the integration of HCBF TCBC and its business into that of CenterStateCBAN. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF TCBC shall, upon CenterStateCBAN’s reasonable request, introduce CenterState CBAN and its representatives to customers of HCBF TCBC and its Subsidiaries for the purpose of facilitating the integration of HCBF TCBC and its business into that of CenterStateCBAN. Any interaction between CenterState CBAN and HCBFTCBC’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFTCBC. HCBF TCBC shall have the right to participate in any discussions between CenterState CBAN and HCBFTCBC’s customers and suppliers. (d) CenterState CBAN and HCBF TCBC agree to take all action necessary and appropriate to cause Harbor Community TC Federal Bank to merge with CenterState Colony Bank in accordance with applicable Laws and the terms of the Bank Plan of Bank Merger and Merger Agreement immediately following the Effective Time or as promptly as practicable thereafter. (e) Without limiting the foregoing, upon CBAN’s reasonable request, TCBC and TC Federal Bank shall, prior to the Closing Date, dispose of any assets held by TCBC or TC Federal Bank that CBAN determines would be impermissible investments for CBAN or Colony Bank; provided, however, that TCBC nor TC Federal Bank shall not be required to dispose any such assets until the conditions set forth in Article VI have been satisfied or waived, except for such conditions that can only reasonably be expected to be satisfied at the Closing.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF DBI and its Subsidiaries shall take any actions CenterState BFC may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF DBI and its Subsidiaries with CenterState BFC and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF DBI and CenterState BFC shall meet from time to time as CenterState BFC may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF DBI and its Subsidiaries, and HCBF DBI shall give due consideration to CenterStateBFC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState BFC nor CenterState Bank First shall under any circumstance be permitted to exercise control of HCBF DBI or any of its Subsidiaries prior to the Effective Time. HCBF DBI shall permit representatives of CenterState Bank First to be onsite at HCBF DBI to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Denmark State Bank’s business, during normal business hours and at the expense of BFC or Bank First (not to include Denmark State Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF DBI and its Subsidiaries shall take any actions CenterState BFC may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF DBI Material Contracts that CenterState BFC may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState BFC and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState BFC in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to DBI’s or its Subsidiaries’ respective businesses) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF DBI shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to suppliers of HCBF DBI and its Subsidiaries for the purpose of facilitating the integration of HCBF DBI and its business into that of CenterStateBFC. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF DBI shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to customers of HCBF DBI and its Subsidiaries for the purpose of facilitating the integration of HCBF DBI and its business into that of CenterStateBFC. Any interaction between CenterState BFC and HCBFDBI’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFDBI. HCBF DBI shall have the right to participate in any discussions between CenterState BFC and HCBFDBI’s customers and suppliers. (d) CenterState BFC and HCBF DBI agree to take all action necessary and appropriate to cause Harbor Community Denmark State Bank to merge with CenterState Bank First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF TB and its Subsidiaries shall take any actions CenterState BFC may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF TB and its Subsidiaries with CenterState BFC and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF TB and CenterState BFC shall meet from time to time as CenterState BFC may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF TB and its Subsidiaries, and HCBF TB shall give due consideration to CenterStateBFC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState BFC nor CenterState Bank First shall under any circumstance be permitted to exercise control of HCBF TB or any of its Subsidiaries prior to the Effective Time. HCBF TB shall permit representatives of CenterState Bank First to be onsite at HCBF TB to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Timberwood Bank’s business, during normal business hours and at the expense of BFC or Bank First (not to include Timberwood Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF TB and its Subsidiaries shall take any actions CenterState BFC may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState BFC may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState BFC and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState BFC in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties Parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to TB’s or Timberwood Bank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party Party and appropriate service providers) and HCBF TB shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to suppliers of HCBF TB and its Subsidiaries for the purpose of facilitating the integration of HCBF TB and its business into that of CenterStateBFC. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF TB shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to customers of HCBF TB and its Subsidiaries for the purpose of facilitating the integration of HCBF TB and its business into that of CenterStateBFC. Any interaction between CenterState BFC and HCBFTB’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFTB. HCBF TB shall have the right to participate in any discussions between CenterState BFC and HCBFTB’s customers and suppliers. (d) CenterState BFC and HCBF TB agree to take all action necessary and appropriate to cause Harbor Community Timberwood Bank to merge with CenterState Bank First in accordance with applicable Laws and the terms of the Bank Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF PCB and its Subsidiaries shall take any actions CenterState BFC may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF PCB and its Subsidiaries with CenterState BFC and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF PCB and CenterState BFC shall meet from time to time as CenterState BFC may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF PCB and its Subsidiaries, and HCBF PCB shall give due consideration to CenterStateBFC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState BFC nor CenterState Bank First shall under any circumstance be permitted to exercise control of HCBF PCB or any of its Subsidiaries prior to the Effective Time. HCBF PCB shall permit representatives of CenterState Bank First to be onsite at HCBF PCB to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without undue disruption to Partnership Bank’s business, during normal business hours and at the expense of BFC or Bank First (not to include Partnership Bank’s regular employee payroll). (b) Prior to the Effective Time, subject to applicable Laws, HCBF PCB and its Subsidiaries shall take any actions CenterState BFC may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF PCB Material Contracts that CenterState BFC may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Article VI of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState BFC and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState BFC in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties shall reasonably cooperate (provided that the parties shall cooperate to reasonably minimize disruption to PCB’s or Partnership Bank’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF PCB shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to suppliers of HCBF PCB and its Subsidiaries for the purpose of facilitating the integration of HCBF PCB and its business into that of CenterStateBFC. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF PCB shall, upon CenterStateBFC’s reasonable request, introduce CenterState BFC and its representatives to customers of HCBF PCB and its Subsidiaries for the purpose of facilitating the integration of HCBF PCB and its business into that of CenterStateBFC. Any interaction between CenterState BFC and HCBFPCB’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBFPCB. HCBF PCB shall have the right to participate in any discussions between CenterState BFC and HCBFPCB’s customers and suppliers. (d) CenterState BFC and HCBF PCB agree to take all action necessary and appropriate to cause Harbor Community Partnership Bank to merge with CenterState Bank First in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF each of NCC and each of its Subsidiaries shall take any actions action CenterState may reasonably request from time to time to better prepare the parties Parties for the integration of the operations of HCBF NCC and its Subsidiaries with CenterState and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF NCC and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF NCC and its Subsidiaries, and HCBF NCC shall give due consideration to CenterState’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState nor CenterState Bank shall under any circumstance be permitted to exercise control of HCBF NCC or any of its Subsidiaries prior to the Effective Time. HCBF NCC shall permit representatives of CenterState Bank to be onsite at HCBF NCC to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without disruption to NBC’s business with its customers. (b) Prior to the Effective Time, subject to applicable Laws, HCBF NCC and each of its Subsidiaries shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material NCC Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Sections 6.01(a) and 6.01(b) of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties Parties shall reasonably cooperate (provided that the Parties shall cooperate to reasonably minimize disruption to NCC’s or NBC’s business) with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party Party and appropriate service providers) ), and HCBF NCC shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF NCC and its Subsidiaries for the purpose of facilitating the integration of HCBF NCC and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF NCC shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF NCC and its Subsidiaries for the purpose of facilitating the integration of HCBF NCC and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of NCC and its Subsidiaries’ customers and suppliers shall be coordinated by HCBFNCC. HCBF NCC shall have the right to participate in any discussions between CenterState and HCBFNCC’s customers and suppliers. (d) CenterState and HCBF NCC agree to take all action necessary and appropriate to cause Harbor Community Bank NBC to merge with CenterState Bank in accordance with applicable Laws and the terms of the Bank Plan of Bank Merger immediately following (and subject to the occurrence of) the Effective Time or as promptly as practicable thereafter.

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF each of NCC and each of its Subsidiaries shall take any actions action CenterState may reasonably request from time to time to better prepare the parties Parties for the integration of the operations of HCBF NCC and its Subsidiaries with CenterState and its Subsidiaries, respectively. Without limiting the foregoing, senior officers of HCBF NCC and CenterState shall meet from time to time as CenterState may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF NCC and its Subsidiaries, and HCBF NCC shall give due consideration to CenterState’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState nor CenterState Bank shall under any circumstance be permitted to exercise control of HCBF NCC or any of its Subsidiaries prior to the Effective Time. HCBF NCC shall permit representatives of CenterState Bank to be onsite at HCBF NCC to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such efforts shall be done without disruption to NBC’s business with its customers. (b) Prior to the Effective Time, subject to applicable Laws, HCBF NCC and each of its Subsidiaries shall take any actions CenterState may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material NCC Contracts that CenterState may request, including, but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior toto (to the extent that the conditions set forth in Sections 6.01(a) and 6.01(b) of this Agreement have already been satisfied), or immediately upon, the Closing, and shall cooperate with CenterState and will use its commercially reasonable efforts to negotiate specific provisions that may be requested by CenterState in connection with any such amendment, modification or termination. (c) From and after the date hereof, subject to applicable Laws, the parties Parties shall reasonably cooperate with (provided that the other in preparing for the prompt conversion Parties shall cooperate to reasonably minimize disruption to NCC’s or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b), subject to applicable Laws, HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate in any discussions between CenterState and HCBF’s customers and suppliers. (d) CenterState and HCBF agree to take all action necessary and appropriate to cause Harbor Community Bank to merge with CenterState Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger immediately following the Effective Time or as promptly as practicable thereafter.NBC’s

Coordination. (a) Prior to the Effective Time, subject to applicable Laws, HCBF Parent and its Subsidiaries shall use commercially reasonable efforts to take any actions CenterState Buyer may reasonably request from time to time to better prepare the parties for integration of the operations of HCBF the Bank with Buyer Bank, including without limitation the preparation and its Subsidiaries filing of all documentation that is necessary or desirable to obtain all permits, consents, approvals and authorizations of third parties or Governmental Authorities to close and/or consolidate any Buyer Bank or Bank branches or facilities. Buyer shall reimburse the Bank for any out-of-pocket costs or expenses associated with CenterState and its Subsidiaries, respectivelymeeting any such requests. Without limiting the foregoing, senior officers of HCBF Parent or the Bank and CenterState Buyer shall meet from time to time as CenterState Buyer may reasonably request, and in any event not less frequently than monthly, to review the financial and operational affairs of HCBF the Bank and its Subsidiaries, and HCBF Parent shall give due consideration to CenterStateBuyer’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither CenterState Buyer nor CenterState Buyer Bank shall under any circumstance be permitted to exercise control of HCBF the Bank or any of its Subsidiaries prior to the Effective Time. HCBF The Bank shall permit representatives of CenterState Buyer and Buyer Bank to be onsite at HCBF the Bank to facilitate integration of operations and assist with any other coordination efforts as necessary, provided such representatives shall be under the supervision of the Bank’s personnel while onsite and such efforts shall be conducted in such a manner as not to interfere with the normal operations of the Bank. (b) Upon Buyer’s reasonable request, prior to the Effective Time and consistent with GAAP and applicable banking laws and regulations, Parent shall cause each of the Bank and its Subsidiaries to modify or change its loan, OREO, accrual, reserve, tax, litigation and real estate valuation policies and practices (including loan classifications and levels of reserves) so as to be applied, on a basis that is consistent with that of Buyer Bank. In order to promote a more efficient and orderly integration of operation of the Bank with Buyer Bank, from the date of execution of this Agreement and prior to the Effective Time, as more particularly set forth in and subject to the provisions of Section 5.01(q), Parent shall use commercially reasonable efforts to cause the Bank to sell or otherwise divest itself of such investment securities and loans as are reasonably identified by Buyer and agreed to in writing between Parent and Buyer from time to time prior to the Closing Date, such identification to include a statement as to Buyer’s business reasons for such divestitures. Notwithstanding the foregoing, no such modifications, changes or divestitures of the type described in this Section 5.17(b) need be made prior to the satisfaction of the conditions set forth in Section 7.01(a). (c) Parent shall use commercially reasonable efforts to cause the Bank, consistent with GAAP and regulatory accounting principles, to adjust, at Buyer’s reasonable request, internal control procedures which are consistent with Buyer’s and Buyer Bank’s current internal control procedures to allow Buyer to fulfill its reporting requirement under Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, provided, however, that no such adjustments need be made prior to the satisfaction of the conditions set forth in Section 7.01(a). (d) No accrual or reserve or change in policy or procedure made by the Bank or any of its Subsidiaries pursuant to this Section 5.17 shall constitute or be deemed to be a breach, violation of or failure to satisfy any representation, warranty, covenant, agreement, condition or other provision of this Agreement or otherwise be considered in determining whether any such breach, violation or failure to satisfy shall have occurred. The recording of any such adjustment shall not be deemed to imply any misstatement of previously furnished financial statements or information and shall not be construed as concurrence of Parent or its management with any such adjustments. (e) Prior to the Effective Time, subject to applicable Laws, HCBF Parent and its Subsidiaries shall take any actions CenterState Buyer may reasonably request in connection with negotiating any amendments, modifications or terminations of any Leases or HCBF Material Contracts that CenterState may requestContracts, including, including but not limited to, actions necessary to cause any such amendments, modifications or terminations to become effective prior to, or immediately upon, the Closing, and shall cooperate with CenterState Buyer and will use its commercially reasonable efforts to negotiate specific provisions that may be reasonably requested by CenterState Buyer in connection with any such any amendment, modification or termination. (cf) From and after the date hereof, subject Subject to applicable Laws, the parties shall reasonably cooperate with the other in preparing for the prompt conversion or consolidation of systems and business operations promptly after the Effective Time (including by entering into customary confidentiality, non-disclosure and similar agreements with the other party and appropriate service providers) and HCBF shall, upon CenterState’s reasonable request, introduce CenterState and its representatives to suppliers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. In addition, after satisfaction of the conditions set forth in Section 6.01(a) and Section 6.01(b5.17(b), subject Buyer and Parent shall cooperate (i) to applicable Lawsminimize any potential adverse impact to Buyer under Financial Accounting Standards Board Accounting Standards Codification Topic 805 (Business Combinations), HCBF shalland (ii) to allow Buyer to obtain all information necessary for Buyer, upon CenterState’s in its reasonable requestdiscretion, introduce CenterState and its representatives to customers of HCBF and its Subsidiaries for the purpose of facilitating the integration of HCBF and its business into that of CenterState. Any interaction between CenterState and HCBF’s and any of its Subsidiaries’ customers and suppliers shall be coordinated by HCBF. HCBF shall have the right to participate timely make all purchase accounting adjustments in any discussions between CenterState and HCBF’s customers and suppliersaccordance with GAAP. (dg) CenterState Parent and HCBF the Bank shall take all actions necessary and within their power to (i) cause all applicable Governmental Authorities to approve the Bank Dividend and (ii) if necessary pursuant to the terms of this Agreement, to authorize, declare and pay the Bank Dividend on the Closing Date. (h) Buyer and the Bank agree to take all action necessary and appropriate to cause Harbor Community the Bank to merge with CenterState Buyer Bank in accordance with applicable Laws and the terms of the Plan of Bank Merger Agreement immediately following the Effective Time Time, or such later time, if any, as promptly as practicable thereafterdetermined by Buyer.