purchase and assumption agreement whole bank all deposits - FDIC

and the remaining provisions ofthis Single Family Shared-Loss Agreement shall not in any way
be affected or impaired thereby.
6.8 No Third Party Beneficiary. This Single Family Shared-Loss Agreement and
the Exhibits hereto are for the sole and exclusive benefit ofthe parties hereto and their respective
permitted successors and permitted assigns and there shall be no other third party beneficiaries,
and nothing in this Single Family Shared-Loss Agreement or the Exhibits shall be construed to
grant to any other Person any right, remedy or Claim under or in respect ofthis Single Family
Shared-Loss Agreement or any provision hereof.
6.9 Counterparts. This Single Family Shared-Loss Agreement may be executed
separately by Receiver and Assuming Bank in any number ofcounterparts, each ofwhich when
executed and delivered shall be an original, but such counterparts shall together constitute one
and the same instrument.
6.10 Consent. Except as otherwise provided herein, when the consent ofa party is
required herein, such consent shall not be unreasonably withheld or delayed.
6.11 Rights Cumulative. Except as otherwise expressly provided herein, the rights of
each ofthe parties under this Single Family Shared-Loss Agreement are cumulative, may be
exercised as often as any party considers appropriate and are in addition to each such party's
rights under the Purchase and Sale Agreement and any ofthe related agreements or under law.
Except as otherwise expressly provided herein, any failure to exercise or any delay in exercising
any ofsuch rights, or any partial or defective exercise of such rights, shall not operate as a
waiver or variation ofthat or any other such right.
Whole Bank P&A w/Loss Sharing Alliance Bank
62
February 6, 2009 Culver City, CA