Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information files) or (ii) any email conversion and forwarding or phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.
Appears in 3 contracts
Sources: Purchase and Assumption Agreement, Purchase and Assumption Agreement (First Bancorp /Nc/), Purchase and Assumption Agreement (First Bancorp /Nc/)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen thirty (1530) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, equipment, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding, fax forwarding or phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide within five (5) Business Days reasonable additional file-related information, including complete name and address, account masterfile, ATM ATM/debit card account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet bankingonline and mobile banking information such as payees, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data account histories and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 3 contracts
Sources: Purchase and Assumption Agreement (Summit Financial Group, Inc.), Purchase and Assumption Agreement (MVB Financial Corp), Purchase and Assumption Agreement (Summit Financial Group Inc)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 2 contracts
Sources: Purchase and Assumption Agreement (SOUTH STATE Corp), Purchase and Assumption Agreement (Ameris Bancorp)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters, or via teleconference or video conference, to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty twenty (3020) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet bankingonline and mobile banking information such as payees and account histories, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) As soon as practicable after the date of this Agreement (but in no event later than 20 calendar days), Purchaser shall complete Seller’s information security assessment2 and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 or as otherwise required by law and (ii) the mailing file requirements of Seller and Purchaser in connection with such customers’ customers notifications.
Appears in 2 contracts
Sources: Purchase and Assumption Agreement (FS Bancorp, Inc.), Purchase and Assumption Agreement
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information files) or (ii) any email conversion and forwarding or phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇b▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.
Appears in 2 contracts
Sources: Purchase and Assumption Agreement (First Community Bancshares Inc /Nv/), Purchase and Assumption Agreement (First Community Bancshares Inc /Nv/)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty sixty (3060) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than thirty forty-five (3045) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 2 contracts
Sources: Purchase and Assumption Agreement (Shore Bancshares Inc), Purchase and Assumption Agreement (Sun Bancorp Inc /Nj/)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Seller and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customers notifications.
Appears in 2 contracts
Sources: Purchase and Assumption Agreement (Washington Federal Inc), Purchase and Assumption Agreement (Washington Federal Inc)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable convenient location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or phone forwarding, and telephone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty sixty (3060) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than thirty thirty-five (3035) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 2 contracts
Sources: Purchase and Assumption Agreement (Investors Bancorp, Inc.), Purchase and Assumption Agreement (Berkshire Hills Bancorp Inc)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen twenty (1520) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding, fax forwarding or phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts commercially reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet bankingonline and mobile banking information such as payees, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data account histories and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) As soon as practicable after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to information security of Seller and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 1 contract
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, banking and ▇b▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. Seller shall provide an overview of its information security assessment process prior to the parties entering into this Agreement.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (First Community Bancshares Inc /Nv/)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location place to which the parties shall agree or by teleconference or video conference to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Seller and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (Chemung Financial Corp)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, banking and ▇b▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the LoansDeposits. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customers notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (First Community Bancshares Inc /Nv/)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect affect the transfer of account record responsibility certain responsibilities for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding forwarding, RightFax forwarding, or phone forwarding services.
(b) Seller agrees to work with Purchaser to develop a reasonable plan for Seller to provide the contingent support to transition the HOA deposit accounts of the Branches to Purchaser.
(c) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty sixty (3060) calendar days after from the date of this AgreementClosing Date.
(cd) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(de) Not later than thirty forty-five (3045) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (Sunshine Bancorp, Inc.)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen thirty (1530) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information files) or (ii) any email conversion and forwarding or phone forwarding servicesinformation).
(b) Seller shall use Commercially Reasonable Efforts its best efforts to deliver to Purchaser the mutually agreed upon specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement, provided, however, that Seller shall have up to sixty (60) calendar days after the date of this Agreement to deliver such mutually agreed upon specifications and conversion sample files to Purchaser.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including including, without limitation, complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversionDeposits.
(d) Not later than thirty (30) calendar days after From the date of this Agreement, through the Closing and for a reasonable period of time thereafter, upon the reasonable request of Purchaser, Seller will cooperate with Purchaser and will make available from time to time a reasonable number of technical personnel for consultation with Purchaser concerning matters other than the matters referred to in this Section 4.1.
(e) Upon the reasonable request of Purchaser, Seller will cooperate to assist Purchaser with respect to the continuation, at Purchaser’s expense, of any third-party vendor services to the Branches from and after the Closing Date. From the date of this Agreement until the Closing, Seller and Purchaser shall mutually agree upon (i) a calendar for all customer notifications cooperate in good faith to be sent pursuant to address any transitional issues that may arise and that are not specifically addressed in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notificationsthis Article 4.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (Investors Bancorp Inc)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, banking and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. Seller shall provide an overview of its information security assessment process prior to the parties entering into this Agreement.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (Carolina Financial Corp)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters or via teleconference or video conference to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement, but in no event shall the delivery the specifications and conversion sample files occur more than forty-five (45) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customers notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (First Financial Corp /In/)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen seven (157) calendar days after the date of this Agreement, Seller will meet with Purchaser at a Seller’s headquarters or other mutually agreeable agreed upon location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. Purchaser and Seller shall cooperate in establishing a protocol for account research requests.
(b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Seller and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customers notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (Berkshire Hills Bancorp Inc)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, online and mobile banking, and ▇▇▇▇ pay enrollment banking information, debit card customer data and any other related information with respect to the Deposits and the LoansDeposits. The Seller shall cooperate with Purchaser to provide timely, complete, complete and accurate information for a minimum of two test conversions and one mock conversion leading up to the final conversion.
(d) As soon as reasonably practicable after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Seller and Purchaser in connection with such customers’ customer notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (First National Corp /Va/)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable acceptable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, Internet banking and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (First South Bancorp Inc /Va/)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen five (155) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller's headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s 's relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information files) or (ii) any email conversion and forwarding or phone forwarding servicesinformation).
(b) Seller shall deliver to Purchaser complete master test files, in a form reasonably acceptable to Purchaser, no later than thirty (30) calendar days after the date of this Agreement and shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty ten (3010) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Without prejudice to Purchaser's right to request information at other times in accordance with the foregoing sentence, Seller shall cooperate with Purchaser provide complete updated master test files, in a form reasonably acceptable to provide timelyPurchaser, complete, and accurate information for two test conversions and one mock conversion leading up as of forty five (45) calendar days prior to the final conversionanticipated Closing Date and as of ten (10) calendar days prior to the anticipated Closing Date.
(d) Not later than thirty ten (3010) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customers notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (Hancock Holding Co)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days As soon as reasonably practicable after the date of this Agreement, Seller will meet with Purchaser in person at a mutually agreeable acceptable location or via telephone or teleconference to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser (i) the file layout specifications within fifteen (15) calendar days after the date of this Agreement and (ii) the conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than ten (10) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Seller and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (COMMUNITY BANK NA, a Subsidiary of Community Bank System Inc.)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the BranchesBranches and the Relationship Managers:
(a) Not later than fifteen seven (157) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or phone forwarding servicesother than with respect to the Relationship Accounts, as applicable.
(b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within Not later than thirty (30) calendar days after the date of this Agreement, Seller shall deliver to Purchaser the specifications and conversion sample files.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including including, without limitation, complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later Upon the reasonable request of Purchaser, Seller will cooperate with Purchaser and will make available from time to time prior to the Closing Date, at Purchaser’s expense (at the hourly rates set forth in Schedule 4.1(d)), a reasonable number of technical personnel for consultation with Purchaser concerning matters other than thirty the matters referred to in this Section 4.1; provided that there shall be no charge for consultations of less than one (301) calendar days hour duration.
(e) Upon the reasonable request of Purchaser, Seller will cooperate to assist Purchaser with respect to the continuation, at Purchaser’s expense, of any third-party vendor services to the Branches from and after the Closing Date. From the date of this AgreementAgreement until the Closing, Seller and Purchaser shall cooperate in good faith to address any transitional issues that may arise and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and that are not specifically addressed in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notificationsthis Article IV.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (First Niagara Financial Group Inc)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters in Charlotte, North Carolina to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet bankingonline and mobile banking information such as payees and account histories, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) As soon as practicable after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 or as otherwise required by law and (ii) the mailing file requirements of Seller and Purchaser in connection with such customers’ customers notifications.
(f) Notwithstanding anything contained herein to the contrary, to the extent that 90-day branch closing notices under 12 U.S.C. 1831r—1 are required for the Additional Branches, such notices shall be given by Seller.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (HomeTrust Bancshares, Inc.)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, personal and business internet bankingbanking user ids, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not As soon as practicable after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller.
(e) Purchaser and Seller shall promptly, but in no event later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon upon, (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 1 contract
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days As soon as reasonably practicable after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters or via teleconference or video conference to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement, but in no event shall the delivery the specifications and conversion sample files occur more than forty-five (45) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller and related to Seller’s information security assessment.
(e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 5.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (Old National Bancorp /In/)
Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:
(a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or phone forwarding services.
(b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement.
(c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, banking and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion.
(d) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.
Appears in 1 contract
Sources: Purchase and Assumption Agreement (HCSB Financial Corp)