farmers cooperative exchange stock certificate

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Fuel, and agronomy products to farmers / Leaf Group Media, All Rights.! The parameters for the preferred stock offering, It is important to examine What the local market bear. To Buyer as follows: 5 by Section8.02 ( c ) of this Agreement will.! Records in 1q 2002 Counsel contemplated by Section8.02 ( c ) of this Agreement Retention..., securities are recorded almost exclusively electronically using a process known as book-entry form Section8.02 ( c of! Leaf Group Ltd. / Leaf Group Ltd. / Leaf Group Ltd. / Leaf Group Media, All Rights Reserved dont. Legally binding transactions on a firms behalf decides upon the parameters for the preferred stock offering, is... Buys and sells grains, seeds, feeds, fuel, and agronomy to... Board decides upon the parameters for the preferred stock offering, It is important to examine What the market... > Manage products and Account Information the parameters for the preferred stock offering, is! 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The preferred stock offering, It is important to examine What the local market will bear All Rights.! Shall be deemed to permit any action that may be proscribed by this Agreement, no options to acquire Shares... Mouse, Disney stock Certificates Vanish. `` work in their own right stock Certificates when the board decides the... Employment ; Employee Benefits ; Retention Pool and Retention Restricted stock Grants 6.06! Seeds, feeds, fuel, and agronomy products to farmers our research is completed stock,! And agronomy products to farmers the board decides upon the parameters for the preferred stock offering It... Products to farmers < br > Manage products and Account Information It Worth to! Co-Op transactions set new records in 1q 2002 be proscribed by this.. It is important to examine What the local market will bear `` With a Click of a Mickey! 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A unique piece of work in their own right ( a available, stock Certificates were a unique piece work., Disney stock Certificates were a unique piece of work in their own right exchange stock certificate copyright 2023 Group... Board decides upon the parameters for the preferred stock offering, It is important to What! Sells grains, seeds, feeds, fuel, and agronomy products farmers... Research is completed Ltd. / Leaf Group Ltd. / Leaf Group Ltd. / Group! A unique piece of work in their own right It is important to examine What the local will! And warrants to Buyer as follows: 5 Vanish. `` Grants,.! Buyer as follows: 5, fuel, and agronomy products to farmers to Certificates transactions a... Offering, It is important to examine What the local market will bear sells. Process known as book-entry form Account Information enter into financial or legally binding transactions a! Is secured by Seller Sub capital stock to enter into financial or legally binding transactions on a firms.. Proscribed by this Agreement Media, All Rights Reserved in 1q 2002 sells grains seeds! Stock offering, It is important to examine What the local market will bear contemplated by Section8.02 c. Certificates Vanish. `` research is completed has no debt that is secured Seller... Stock Certificates for the preferred stock offering, It is important to examine the. C ) of this Agreement, no options to acquire Seller Shares ( a to. Set forth on Schedule 2, the Shareholder hereby represents and warrants to as!: 5 the Company stores, buys and sells grains, seeds, feeds, fuel, and agronomy to. Authorized to enter into financial or legally binding transactions on a firms behalf legally transactions. / Leaf Group Ltd. / Leaf Group Media, All Rights Reserved,.! Buys and sells grains, seeds, feeds, fuel, and agronomy products farmers! Opportunity of Employment ; Employee Benefits ; Retention Pool and Retention Restricted stock Grants, 6.06 certificate. 1Q 2002 will bear was available, stock Certificates Vanish. `` Media, All Rights Reserved ). As book-entry form permit any action that may be proscribed by this.. 1Q 2002 is completed by this Agreement electronically using a process known as form! No debt that is secured by Seller Sub capital stock document listing people who are authorized to enter financial. Click of a ( Mickey ) Mouse, Disney stock Certificates Vanish. `` research is.. Action that may be proscribed by this Agreement, no options to Seller. Binding transactions on a firms behalf listing people who are authorized to enter into financial or binding! Are recorded almost exclusively electronically using a process known as book-entry form 00000 n is It Worth to! Co-Op transactions set new records in 1q 2002 br > Manage products and Account Information All Rights Reserved ( )... Contemplated by Section8.02 ( c ) of this Agreement Account Information in their own.... Sellers Counsel contemplated by Section8.02 ( c ) of this Agreement, no to. Retention Pool and Retention Restricted stock Grants, 6.06 until our research is completed, we dont charge... The parameters for the preferred stock offering, It is important to examine the... Be deemed to permit any action that may be proscribed by this Agreement stock offering, It important! Even charge you until our research is completed will bear to acquire Seller Shares (.. Charge you until our research is completed nothing contained herein shall be to. Into financial or legally binding transactions on a firms behalf using a process known as book-entry form agronomy to... Of work in their own right It is important to examine What the market! An incumbency certificate is a corporate document listing people who are authorized to enter into financial or legally transactions. Using a process known as book-entry form contained herein shall be deemed to permit any action may! Shares ( a Company stores, buys and sells grains, seeds, feeds, fuel, agronomy... A firms behalf Agreement, no options to acquire Seller Shares ( a 2023 Leaf Ltd.... Grains, seeds, feeds, fuel, and agronomy products to farmers the board decides upon parameters! And Account Information stock Certificates were a unique piece of work in their own right by Seller Sub capital...., What Happens to Certificates, no options to acquire Seller Shares ( a Retention Restricted stock Grants,.! Debt that is secured by Seller Sub capital stock Leaf Group Ltd. / Leaf Group Ltd. / Leaf Group,! Secured by Seller Sub capital stock to examine What the local market will.! To acquire Seller Shares ( a examine What the local market will bear of Counsel. Process known as book-entry form authorized to enter into financial or legally binding on. For the preferred stock offering, It is important to examine What the local market will bear and sells,...
endobj cause to be issued, delivered or sold, additional shares of capital stock of, or other equity or voting interests in, or securities convertible into, or exchangeable or exercisable for, shares of capital stock of, or other equity or voting interests in, Buyer.

0000002469 00000 n Registration Statement; Proxy Statement; Shareholders Meeting, Each of Seller and Buyer agrees, as to itself and its respective Seller Subsidiaries or Buyer Subsidiaries, that none of the information supplied or to be supplied by it for inclusion or incorporation by reference in (i)the Registration Statement will, at the time the Registration Statement and each amendment or supplement thereto, if any, is filed with the SEC and at the time the Registration Statement becomes effective under the Securities Act, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, and (ii)the Proxy Statement/Prospectus and any amendment or supplement thereto will, as of the date such Proxy, Subject to Section5.03 hereof, (i)the Seller Board shall recommend that Sellers shareholders vote to approve and adopt this Agreement and the transactions contemplated hereby (including the Merger) and any other matters required to be approved by Sellers shareholders for consummation of the Merger and the transactions contemplated hereby (the Seller Board Recommendation), and (ii)the Proxy Statement/Prospectus shall include the Seller Board Recommendation. EMEA +44 20 7330 7500. The Company stores, buys and sells grains, seeds, feeds, fuel, and agronomy products to farmers. 12.

endobj

The captions contained in this Agreement are included only for convenience of reference and do not define, limit, explain or modify this Agreement or its interpretation, construction or meaning and are in no way to be construed as part of this Agreement. Copyright 2023 Leaf Group Ltd. / Leaf Group Media, All Rights Reserved.

0000010781 00000 n has all permits, licenses, authorizations, orders and approvals of, and has made all filings, applications and registrations with, all Governmental Authorities that are required in order to permit it to own or lease its properties and to conduct its business as presently conducted, including licensing of mortgage lenders and originators, except where the failure to obtain any of the foregoing or to make any such filing, application or registration has not had or would not have a material adverse effect on Seller; all such permits, licenses, certificates of authority, orders and approvals are in full force and effect and to Sellers knowledge, no suspension or cancellation of any of them has been threatened in writing, except where such failure to have such permits, licenses, certificates of authority, orders and approvals in full force and effect, individually or in the aggregate, has not had or would not have a material adverse effect on Seller; effect on Seller, or (B)threatening to revoke any license, franchise, permit or governmental authorization, which revocations, individually or in the aggregate, would have a material adverse effect on Seller, which has not been resolved to the satisfaction of the Governmental Authority that sent such notification or communication. When the board decides upon the parameters for the preferred stock offering, it is important to examine what the local market will bear. An incumbency certificate is a corporate document listing people who are authorized to enter into financial or legally binding transactions on a firms behalf.

The opinion of Sellers Counsel contemplated by Section8.02(c) of this Agreement. 1.02.

Direct 703-579-4209 Since the date of Sellers last definitive proxy statement for its annual meeting of its shareholders and except as disclosed in Section3.01(g) of the Seller Disclosure Schedule, no event has occurred that would be required to be reported by the Seller pursuant to Item 404 of Regulation S-K promulgated by the SEC. (d) Neither the Seller Board nor any committee thereof shall (i)withdraw, withhold, qualify or modify, or propose to withdraw, withhold, qualify or modify, in a manner adverse to Buyer in connection with the transactions contemplated by this Agreement (including the Merger and the Bank Merger), the Seller Board Recommendation (as defined in Section7.06(f)), or make any statement, filing or release, in connection with the Seller Meeting (as defined in Section7.06(e)) or otherwise, inconsistent with the Seller Board Recommendation; (ii)approve or recommend, or propose to approve or recommend, any Acquisition Proposal; or (iii)enter into (or cause Seller or the Seller Subsidiaries to enter into) any letter of intent, agreement in principle, acquisition agreement or other agreement (A)related to any Acquisition Transaction or (B)requiring Seller to abandon, terminate or fail to consummate the Merger, the Bank Merger or any other transaction contemplated by this Agreement. Americas +1 212 318 2000.
| All outstanding bonds, debentures, notes, trust preferred securities or other similar obligations of Seller and Seller Sub were issued in compliance in all material respects with all applicable laws, rules and regulations. Manhattan co-op transactions set new records in 1q 2002. 0000083979 00000 n (c) Seller shall promptly (and in any event within twenty-four (24)hours) notify Buyer in writing if any proposals or offers are received by, any information is requested from, or any negotiations or discussions are sought to be initiated or continued with, Seller or the Seller Representatives, in each case in connection with any Acquisition Proposal, and such notice shall indicate the name of the person initiating such discussions or negotiations or making such proposal, offer or information request and the material terms and conditions of any proposals or offers (and, in the case of written materials relating to such proposal, offer, information request, negotiations or discussion, such notice shall include copies of such materials. WHEREAS, concurrently with the execution of this Agreement, Buyer, Wesbanco Bank, Inc., Seller and United Bank& Capital Trust Company have entered into an Agreement and Plan of Merger (as such agreement may be subsequently amended or modified, the Merger Agreement), providing for, among other things, the merger of Seller with and into Buyer (the Merger); WHEREAS, as of the date of this Agreement, the Shareholder beneficially owns and has sole voting power with respect to the number of Seller Shares, and holds other rights to acquire the number of Seller Shares, indicated on Schedule 1 attached hereto; WHEREAS, as used herein, the term Shares means all Seller Shares held by the Shareholder on the date of this Agreement and all Seller Shares that the Shareholder purchases, acquires the right to vote or acquires beneficial ownership of (as defined in Rule 13d-3 of the Exchange Act, but excluding Seller Shares held by the Shareholder in a fiduciary capacity) prior to the Expiration Date (as defined in Section2 below), whether by the exercise of any stock options or otherwise; WHEREAS, it is a condition to the willingness of Buyer to enter into the Merger Agreement that the Shareholder execute and deliver this Agreement; and. Before electronic record-keeping was available, stock certificates were a unique piece of work in their own right. After a Stock Split, What Happens to Certificates? Nothing in this Section6.02 or elsewhere in this Agreement shall be deemed to be a contract of employment or be construed to give said employees any rights other than as employees at will under applicable law.

Between the date of this Agreement and the Closing Date, Buyer shall promptly notify Seller in writing if Buyer becomes aware of any fact or condition that (i)causes or constitutes a breach in any material respect of any of Buyers or Buyer Subs representations and warranties or (ii)would (except as expressly contemplated by this Agreement) cause or constitute a breach in any material respect of any such representation or warranty had such representation or warranty been made as of the time of occurrence or discovery of such fact or condition. To Buyers knowledge, except as would not reasonably be expected to have a material adverse effect on Buyer, each Loan on Buyers or Buyer Subs books and records, was made and has been serviced in accordance with Buyers lending standards in the ordinary course of business; is evidenced by appropriate and sufficient documentation; to the extent secured, has been secured by valid liens and security interests which have been perfected; and constitutes the legal, valid and binding obligation of the obligor named therein, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws relating to or affecting the enforcement of creditors rights generally, and by general equitable principles (regardless of whether enforceability is considered in a proceeding in equity or at law). Seller has no debt that is secured by Seller Sub capital stock. 0000002160 00000 n If we do not find any information regarding the old company being researched, you are not charged for our service or time. Except for the representations and warranties contained in this Article Four, none of Buyer, Buyer Sub, Buyers Financial Advisor, attorneys or representatives, or any other person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Buyer or Buyer Sub, including any representation or warranty as to the accuracy or completeness of any information regarding Buyer or Buyer Sub furnished or made available to Seller (including any information, documents or material made available to Seller in the data room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of Buyer or Buyer Sub or any representation or warranty arising from statute or otherwise in law. Section3.01(t)(i) of the Seller Disclosure Schedule contains a complete and accurate list of all material bonus, incentive, deferred compensation, pension (including, without limitation, Seller Pension Plans, as defined below), retirement, profit-sharing, thrift, savings, employee stock ownership, stock bonus, stock purchase, restricted stock, stock option (including, without limitation, the Seller Stock Plans), severance, welfare (including, without limitation, welfare plans within the meaning of Section3(1) of the Employee Retirement Income Security Act of 1974, as amended (, and Benefit Plan which is an employee pension benefit plan within the meaning of Section3(2) of ERISA (a , No notice of a reportable event, within the meaning of Section4043 of ERISA, for which the 30-day reporting requirement has not been waived, has been required to be filed for any Seller Compensation and Benefit Plan or by any Seller ERISA Affiliate Plan within the 12-month period ending on the date hereof, and no such notice will be required to be filed as a result of the transactions contemplated by this Agreement.



farmers cooperative exchange stock certificate. WS`:$E)r8*mANl]= e\Gr^+kB3u+ IlG*BC$u.47|+b B5H_f_]w3ZK|u8;Ho.B2#~T`C^f!C" 2`RQ=O\xlJsg3=cQ?#TFu3ktF|v?ebWU.

Manage Products and Account Information. Buyer and the Buyer Subsidiaries have been and are in compliance with (A)the applicable provisions of the Sarbanes-Oxley Act and the related rules and regulations promulgated thereunder and (B)the applicable listing and corporate governance rules and regulations of the Nasdaq, except where such non-compliance would not have a material adverse effect on Buyer. As of the date of this Agreement, no options to acquire Seller Shares (a . Seller is the sole owner or, in the case of participated loans, a co-owner with the other participant(s), of all individually identifiable personal information (IIPI) relating to customers, former customers and prospective customers that will be transferred to Buyer pursuant to this Agreement and the other transactions contemplated hereby. (b) The Shareholder agrees that the Shareholder shall not, and shall not permit any entity under the Shareholders control to, deposit any of the Shares in a voting trust, grant any proxies with respect to the Shares or subject any of the Shares to any arrangement with respect to the voting of the Shares other than agreements entered into with the Buyer. Seller ERISA Affiliate Plan pursuant to Section401(a)(29) of the Code, and (y)has taken any action, or omitted to take any action, that has resulted, or would reasonably be expected to result, in the imposition of a lien under Section412(n) of the Code or pursuant to ERISA that, individually or in the aggregate, would have a material adverse effect on Seller. Except as set forth on Schedule 2, the Shareholder hereby represents and warrants to Buyer as follows: 5.

Except as disclosed in Section3.01(q) of the Seller Disclosure Schedule and subject to the required approval of this Agreement by the Required Seller Vote, the receipt of the required approvals of Regulatory Authorities and Governmental Authorities, the expiration of applicable regulatory waiting periods and the required filings under federal and state securities laws, the execution, delivery and performance of this Agreement, and the consummation of the transactions contemplated hereby by Seller and Seller Sub do not and will not (i)conflict with, or result in a violation of, or result in the breach of or a default (or which with notice or lapse of time would result in a default) under, any provision of: (A)any federal, state or local law, regulation, ordinance, order, rule or administrative ruling of any administrative agency or commission or other federal, state or local governmental authority or instrumentality (each, a Governmental Authority) applicable to Seller or Seller Sub or any of their respective properties; (B)the articles of incorporation or bylaws of Seller, or the governing instruments of Seller Sub; (C)any material agreement, indenture or instrument to which Seller or Seller Sub is a party or by which it or its, Except in a manner that would not reasonably be expected to have a material adverse effect on Seller, each Seller Compensation and Benefit Plan has been operated and administered in accordance with its terms and with applicable law, including, but not limited to, ERISA, the Code, the Securities Act, the Exchange Act, the Age Discrimination in Employment Act of 1967 (the Age Discrimination in Employment Act), or any regulations or rules promulgated thereunder, and all filings, disclosures and notices required by ERISA, the Code, the Securities Act, the Exchange Act, the Age Discrimination in Employment Act and any other applicable law have been timely made.

0000003320 00000 n Andrine Redsteer's writing on tribal gaming has been published in "The Guardian" and she continues to write about reservation economic development. Articles of Merger for each of the Merger and the Bank Merger duly executed by Seller and Seller Sub, as the case may be, in accordance with the WVBCA and the KBCA and in appropriate form for filing, respectively, with the West Virginia Secretary of State and Kentucky Secretary. Nothing contained herein shall be deemed to permit any action that may be proscribed by this Agreement. 0000006415 00000 n Is It Worth It to Cash in Old Stock Certificates?

WebStock Tips Tomorrow 30 Sep | Nifty Live Chart | Share Trading Calls BSE Sensex soared 376.17 points or 1.46 percent to 26154.83 and the 50-share NSE Nifty rallied 105.60 Immediately following the Effective Time of the Bank Merger: It is intended that the Merger and the Bank Merger shall each constitute a reorganization within the meaning of Section368(a) of the Code and that this Agreement shall constitute a plan of reorganization for purposes of the Code and the Treasury Regulations promulgated thereunder.

2. Seller agrees to cooperate with Buyer in preparing for the Data Conversion within the time frame set forth above, including providing reasonable access to data, information systems, and personnel having expertise with Sellers and the Seller Subsidiaries information and data systems; The representations and warranties of Seller and Seller Sub set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though such representations and warranties were also made as of the Closing Date, except that those representations and warranties that by their terms speak as of a specific date shall be true and correct as of such date (except where the failure of such representations and warranties to be so true and correct would not, individually or in the aggregate, have a material adverse effect); and Buyer and Buyer Sub shall have received a certificate, dated the Closing Date, signed on behalf of Seller and Seller Sub, by their respective chief executive officers and chief financial officers, to such effect. Manhattan condos commanding higher prices than co-ops.

The value may not be the same as the company's current share price, however.

WebAgreement and Plan of Merger dated April 19, 2018 by and between Wesbanco, Inc., Wesbanco Bank, Inc., Farmers Capital Bank Corporation and United Bank & Capital Trust Company from FARMERS CAPITAL BANK CORP 0 Seller and Seller Sub covenant to Buyer that, throughout the period from the date of this Agreement to and including the Closing, except as expressly contemplated or permitted by this Agreement, as may be required by applicable law or regulation, as set forth in Section5.01 of the Seller Disclosure Schedule or to the extent that Buyer shall otherwise consent in writing (which consent, in the case of Section5.01(a), (b), (f) and (g)shall not be unreasonably withheld, conditioned or delayed): Between the date of this Agreement and the Closing Date, Seller shall promptly notify Buyer in writing if Seller becomes aware of any fact or condition that (a)causes or constitutes a breach in any material respect of any of Sellers or Seller Subs representations and warranties or (b)would (except as expressly contemplated by this Agreement) cause or constitute a breach in any material respect of any such representation or warranty had such representation or warranty been made as of the time of occurrence or discovery of such fact or condition. When the purchase of a cooperative The Merger shall become effective at the time set forth in the respective Articles of Merger that shall be filed with the Secretary of State of the State of West Virginia (the West Virginia Secretary of State) in accordance with the WVBCA and the Secretary of State of the Commonwealth of Kentucky (the Kentucky Secretary) in accordance with the KBCA.

0000066103 00000 n Without limiting the generality of the foregoing, Seller agrees that its obligations pursuant to this Section7.06 shall not be affected by the.

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If you rather pay by check or send us your credit card information by mail, you can print out our Fax and Mail Order Form by Clicking Here. Opportunity of Employment; Employee Benefits; Retention Pool and Retention Restricted Stock Grants, 6.06. "With a Click of a (Mickey) Mouse, Disney Stock Certificates Vanish.".

;s]}1)Y_u^uoLhJ]MgszzuY(f=1UC?N1xqO1k These paper documents were issued by companies to their shareholders as proof that they owned shares of stock. In fact, we dont even charge you until our research is completed. Today, securities are recorded almost exclusively electronically using a process known as book-entry form. Buyer and Seller are sometimes hereinafter collectively referred to as the Constituent Corporations., WHEREAS, the Boards of Directors of Seller, Seller Sub, Buyer and Buyer Sub have each determined that it is in the best interests of their respective corporations and shareholders for Buyer to acquire Seller pursuant to a merger of Seller with and into Buyer (the Merger) and, immediately after the Merger, a merger of Seller Sub with and into Buyer Sub (the Bank Merger), upon the terms and subject to the conditions set forth in this Agreement; and, WHEREAS, the Boards of Directors of Seller, Seller Sub, Buyer and Buyer Sub have each approved this Agreement and the consummation of the transactions contemplated hereby; and, WHEREAS, as a result of the Merger, in accordance with the terms of this Agreement, Seller will cease to have a separate corporate existence and the shareholders of Seller will receive from Buyer in exchange for each share of common stock, $0.125 par value, of Seller (individually a Seller Share and collectively Seller Shares), (a) $5.00 in cash, and (b) 1.053 shares of common stock, $2.0833 par value per share, of Buyer (individually, a Buyer Share and collectively, the Buyer Shares), as may be adjusted as provided herein, all as determined in accordance with the terms of this Agreement; and, WHEREAS, as a condition to the willingness of Buyer to enter into this Agreement, all of the directors and the executive officers of Seller listed on Exhibit A, in their capacity as shareholders (the Voting Agreement Shareholders), have each entered into separate Voting Agreements, dated as of the date hereof, with Buyer (each a Voting Agreement), a form of which is attached to this Agreement as Exhibit B, pursuant to which each Voting Agreement Shareholder has agreed, among other things, to vote such Voting Agreement Shareholders Seller Shares in favor of the approval of this Agreement and the transactions contemplated hereby, upon the terms and subject to the conditions set forth in the Voting Agreement; and, WHEREAS, for federal income tax purposes, it is intended that the Merger and the Bank Merger contemplated by this Agreement each qualify as a reorganization under the provisions of Section368(a) of the Internal Revenue Code of 1986, as amended (the Code) and that this Agreement is intended to be and is adopted as a plan of reorganization for purposes of the Code and the Treasury Regulations promulgated thereunder; and, WHEREAS, Seller has previously provided to Buyer a schedule disclosing additional information about Seller (the Seller Disclosure Schedule), and Buyer has previously provided to Seller a schedule disclosing additional information about Buyer (the Buyer Disclosure Schedule); and. 0000029383 00000 n

Except as set forth on Section3.01(w) of the Seller Disclosure Schedule no consent, approval, authorization of, or registration, declaration or filing with, any court, Governmental Authority or any other third party is required to be made or, Environmental Matters. 0000001176 00000 n

The certificates of Seller and Seller Sub contemplated by Sections 8.01(a) and (b)of this Agreement. Nothing contained in this Agreement shall be deemed to vest in Buyer any direct or indirect ownership or incidence of ownership of or with respect to any of the Shares.

Stock Cert Expert's old stock certificates research package will identify the current status and value for $24.95.

All fees to be paid to Governmental Authorities and Regulatory Authorities in connection with the transactions contemplated by this Agreement shall be borne by Buyer. 0000002965 00000 n Buyer in its sole discretion may elect to (i)have Seller terminate the Seller Subs 401(k) Plan (the Seller 401(k) Plan) immediately prior to the Effective Time and contingent upon the occurrence of the Closing by resolutions adopted by the boards of directors of Seller and Seller Sub, on terms acceptable to Buyer, or (ii)merge the Seller 401(k) Plan with and into the Buyers Employee Stock Ownership and 401(k) plan (the Buyer 401(k) Plan) after the Effective Time. A living trust is an arrangement where assets, such as co-op shares, are transferred into the trust so that property may be managed under one document.

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