Exhibit 10.14
-------------
UNITED STATES OF AMERICA
DEPARTMENT OF THE TREASURY
OFFICE OF THE COMPTROLLER OF THE CURRENCY
- -----------------------------------
In the Matter of: )
Goleta National Bank ) AA-EC-02-18
Goleta, California )
- -----------------------------------
STIPULATION AND CONSENT TO THE ISSUANCE
OF A CONSENT ORDER
The Comptroller of the Currency of the United States of America
(Comptroller) has initiated cease and desist and civil money penalty order
against Goleta National Bank, Goleta, California (Bank) pursuant to 12 U.S.C.
1818(b) and (i);
The Bank, in the interest of compliance and cooperation, consents to the
issuance of a Consent Order, dated October 28, 2002 (Order);
In consideration of the above premises, the Comptroller, through his
authorized representative, and the Bank, through its duly elected and acting
Board of Directors, hereby stipulate and agree to the following:
Jurisdiction
------------
(1) The Bank is a national banking association chartered and examined by
the Comptroller pursuant to the National Bank Act of 1864, as amended, 12 U.S.C.
1 et seq.
(2) The Comptroller is "the appropriate Federal banking agency" regarding
the Bank pursuant to 12 U.S.C. 1813(q) and 1818(b) and (i).
(3) The Bank is an "insured depository institution" within the meaning of
12 U.S.C. 1818(b)(1) and (i)
(4) Through a Master Loan Agency Agreement dated August 11, 1999, as
amended, the Bank initiated a program with ACE (the Program) whereby the Bank
would make short-term consumer loans (Bank Payday Loans) to consumers at ACE's
various retail locations throughout the United States. The Bank Payday Loans are
or have been offered at ACE locations in approximately 24 states and the
District of Columbia. The loans are made by the Bank, and, pursuant to 12 U.S.C.
85, the Bank charges an interest rate permissible under the laws of the United
States for national banks located in the State of California. Shortly after
origination, ACE purchases a 90-95% participation in the loans from the Bank.
Subject to the Bank's supervision and direction, ACE performs marketing,
servicing and collecting on the loans. As reflected in past statements, the
Comptroller has substantial policy concerns regarding programs of this type. As
described in the Order, the Program is being terminated.
Article II
Agreement
---------
(1) The Bank, without admitting or denying any wrongdoing, hereby consents
and agrees to the issuance of the Order by the Comptroller.
(2) The Bank further agrees that said Order shall be deemed an "order
issued with the consent of the depository institution" as defined in 12 U.S.C.
1818(h)(2), and consents and agrees that said Order shall become effective upon
its issuance and shall be fully enforceable by the Comptroller under the
provisions of 12 U.S.C. 1818(i). Notwithstanding the absence of mutuality of
obligation, or of consideration, or of a contract, the Comptroller or his
designee may enforce any of the commitments or obligations herein undertaken by
the Bank under its supervisory powers, including 12 U.S.C. 1818(i), and not as a
matter of contract law. The Bank expressly acknowledges that neither the Bank
nor the Comptroller has any intention to enter into a contract.
(3) The Bank also expressly acknowledges that no officer or employee of
the Office of the Comptroller of the Currency (OCC) has statutory or other
authority to bind the United States, the U.S. Treasury Department, the OCC, or
any other federal bank regulatory agency or entity, or any officer or employee
of any of those entities to a contract affecting the OCC's exercise of its
supervisory responsibilities.
Article III
Waivers
-------
(1) The Bank, by signing this Stipulation and Consent, hereby waives:
(a) the issuance of a Notice of Charges or Notice of Assessment of a
Civil Money Penalty pursuant to 12 U.S.C. 1818(b) and (i);
(b) any and all procedural rights available in connection with the
issuance of the Order;
(c) all rights to seek any type of administrative or judicial review
of the Order; and
(d) any and all rights to challenge or contest the validity of the
Order.
Article IV
Other Action
------------
(1) The Bank agrees that the provisions of this Stipulation and Consent
shall not inhibit, estop, bar, or otherwise prevent the Comptroller from taking
any other action affecting the Bank, if, at any time, he deems it appropriate to
do so to fulfill the responsibilities placed upon him by the several laws of the
United States of America.
IN TESTIMONY WHEREOF, the undersigned, authorized by the Comptroller as
his representative, has hereunto set his hand on behalf of the Comptroller.
/s/ 10/28/02
- ------------------------------------------------- -----------------------
Ronald G. Schneck Date
Director
Special Supervision/Fraud
IN TESTIMONY WHEREOF, the undersigned, as the duly elected and acting
Board of Directors of the Bank, have hereunto set their hands on behalf of the
Bank.
/s/ 10/25/02
- ------------------------------------------------- -----------------------
Michael A. Alexander Date
/s/ 10/25/02
- ------------------------------------------------- -----------------------
Robert H. Bartlein Date
/s/ 10/25/02
- ------------------------------------------------- -----------------------
Jean W. Blois Date
/s/ 10/25/02
- ------------------------------------------------- -----------------------
Stephen W. Haley Date
/s/ 10/25/02
- ------------------------------------------------- -----------------------
John D. Illgen Date
/s/ 10/25/02
- ------------------------------------------------- -----------------------
Lynda J. Nahra Date
/s/ 10/25/02
- ------------------------------------------------- -----------------------
William R. Peeples Date
/s/ 10/25/02
- ------------------------------------------------- -----------------------
James R. Simms, Jr. Date