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PROPOSAL FOR BANKING SERVICE <br />BANDNEWEST <br />A team member may not have a financial interest in another bank, savings and loan <br />association, finance company or any other institution that competes with Bank of the <br />West. <br />Outside Business Interests or Activities <br />You must disclose to Bank of the West any management ownership or positions held <br />in outside businesses. The operation or ownership of an outside business by a team <br />member involving lending, investing or any other service also rendered by Bank of <br />the West is considered a conflict of interest and is against our policy. <br />Outside Directorships <br />You must disclose to Bank of the West any current or potential outside directorship <br />or other significant function (whether paid or unpaid and whether in an industrial, <br />commercial, educational or not -for -profit organization) so we may determine whether <br />a conflict of interest exists. You must receive prior written approval from the Human <br />Resources Compliance Manager before continuing or accepting outside <br />directorships. In serving as a director of an outside organization, you must not make <br />or approve loans to that organization or represent Bank of the West in any other <br />transactions with that organization. <br />A team member may not become a director of another bank, savings and loan <br />association, finance company or any other institution that competes with Bank of the <br />West. <br />Interest in the Enterprise of a Customer or Supplier <br />Team members (including accounts and legal entities which they control or hold an <br />interest) and their immediate families must refrain from taking a personal interest of <br />-any kind in a transaction carried out by Bank of the West, whether with a customer or <br />supplier or for its own account, or carried out by a customer or supplier, unless they <br />have prior written authorization from Bank of the West. <br />Similarly, unless written disclosure is provided to and approved by Bank of the West, <br />it is against our policy for a team member, or any member of their immediate family, <br />to hold any direct or indirect financial interest in the business of a Bank of the West <br />customer or supplier, or in any enterprise to which financing or other <br />products/services are, or may be, extended or offered by Bank of the West. "Interest" <br />as used in this section does not include an interest in a company whose shares are <br />publicly traded, or an interest in a family owned business. <br />Outside Employment and Compensation <br />Bank of the West discourages outside employment, but it may be allowed if it does <br />not interfere, compete or conflict with Bank of the West's interests. You must obtain <br />prior written approval from your manager and the Human Resources Compliance <br />Manager before accepting outside employment by completing a "Conflict of Interest <br />Form." Even if such approval is given, team members are expected to devote their <br />full and best efforts to Bank of the West during all working hours. <br />7IPage <br />