ex102.htm


     

    
      
        	
                Exhibit
  10.2 

              


      

       

    

    FEDERAL
DEPOSIT INSURANCE CORPORATION

    


    WASHINGTON,
D.C.

    


     

    WASHINGTON
DEPARTMENT OF FINANCIAL INSTITUTIONS

    


    OLYMPIA,
WASHINGTON

     

    
      	 	 	 
	
              IN THE
      MATTER OF

               

              HORIZON BANK 

              BELLINGHAM, WASHINGTON  

               

              (INSURED STATE NONMEMBER BANK)

            	
              )

              )

              )

              )

              )

              )

              )

              )

              )

              ) 

            	
              STIPULATION AND
      CONSENT

              TO THE ISSUANCE

               OF AN
ORDER

               TO CEASE AND
      DESIST

               

              Docket
      FDIC-08-404b

            
	 	 	 


    

    


    Subject to the acceptance of this
STIPULATION AND CONSENT TO THE ISSUANCE OF AN ORDER TO CEASE AND DESIST
("CONSENT AGREEMENT") by the Federal Deposit Insurance Corporation ("FDIC") and
the Washington Department of Financial Institutions (“WDFI”), it is hereby
stipulated and agreed by and between a representative of the Legal Division of
FDIC, a representative of the WDFI, and Horizon Bank, Bellingham, Washington
("Bank"), as follows:

     

    1.           The
Bank has been advised of its right to receive a NOTICE OF CHARGES AND OF HEARING
(“NOTICE”) detailing the unsafe or unsound banking practices and violations of
law alleged to have been committed by the Bank and of its right to a public
hearing on the alleged charges under section 8(b)(1) of the Federal Deposit
Insurance Act ("Act"), 12 U.S.C. § 1818(b)(1), and Revised Washington Code,
Anno. § 30.04.450 (“RWC”), and has waived those rights.

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
      
        	
                -2- 

              


      

       

    

                 
2.           The Bank,
solely for the purpose of this proceeding and without admitting or denying any
of the alleged charges of unsafe or unsound banking practices and any violations
of law, hereby consents and agrees to the issuance of an ORDER TO CEASE AND
DESIST ("ORDER") by the FDIC and the WDFI.  The Bank further
stipulates and agrees that such ORDER will be deemed to be an order which has
become final under the Act and the RWC, and that said ORDER shall become
effective upon its issuance by the FDIC and the WDFI, and fully enforceable by
the FDIC and the WDFI pursuant to the provisions of the Act and the
RWC.

     

    3.           In
the event the FDIC and the WDFI accepts the CONSENT AGREEMENT and issues the
ORDER, it is agreed that no action to enforce said ORDER in the United States
District Court will be taken by the FDIC, and no action to enforce said ORDER in
State Superior Court will be taken by the WDFI, unless the Bank or any
institution-affiliated party, as such term is defined in section 3(u) of the
Act, 12 U.S.C. § 1813(u), has violated or is about to violate any provision of
the ORDER.

     

    4.           The
Bank hereby waives:

    (a)           The
receipt of a NOTICE;

    (b)           All
defenses in this proceeding;

    (c)           A
public hearing for the purpose of taking evidence on such alleged
charges;

    (d)           The
filing of Proposed Findings of Fact and Conclusions of Law;

    (e)           A
recommended decision of an Administrative Law Judge; and

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
      	
              -3- 

            


    

     

    (f)           Exceptions
and briefs with respect to such recommended decision.

     

    Dated:  ___________________________________,
2009.

     

    
    

     

    
      	
              FEDERAL
      DEPOSIT INSURANCE 

              CORPORATION, LEGAL DIVISION

              BY:

            	
              HORIZON
      BANK

              BELLINGHAM, WASHINGTON

              BY: 

            
	 	 
	                              
                                                                       	                                
                                                               
	James L.
      Miller  	Robert C.
      Diehl 
	Counsel 	 
	 	 
	WASHINGTON
      DEPARTMENT OF  	                                      
                                                         
	FINANCIAL
      INSTITUTIONS  	V. Lawrence
      Evans 
	BY: 	 
	 	 
	                                 
                                                                   	                                    
                                                           
	Brad
      Williamson 	Gary E.
      Goodman 
	Director 	 
	Division of
      Banks 	 
	 	                                                                                         
	 	Richard P.
      Jacobson 
	 	 
	 	 
	 	                            
                                                                  
	 	Dennis
      Joines 
	 	 
	 	 
	 	                                       
                                                       
	 	James A.
      Strengholt 
	 	 
	 	 
	 	                                     
                                                         
	 	Robert C.
      Tauscher 
	 	 
	 	
              Comprising
      the Board of Directors of Horizon Bank
Bellingham,
      Washington