Agreements of Affiliated Shareholders. Prime agrees to furnish to Summit, not later than 10 business days prior to the date of mailing of the Proxy-Prospectus, a writing setting forth the names of those persons (which will include all individual and beneficial ownership of Prime Stock by such persons and also identifies the manner in which all such beneficially owned shares of Prime Stock are registered on the stock record books of Prime) who in the written opinion of counsel to Prime (which opinion need not be furnished to Summit), constitute all the affiliates of Prime for the purposes of Rule 145 under the Securities Act (an "Prime Affiliate"). Prime agrees to use its reasonable best efforts (i) to cause each Prime Affiliate to enter into an agreement effective upon the execution thereof, satisfactory in form and substance to Summit and (y) substantially in the form of Exhibit D-1 with respect to Affiliates who are directors or officers of Prime or a subsidiary of Prime, or (z) substantially in the form of Exhibit D-2 with respect to Affiliates who are not directors or officers of Prime or a subsidiary of Prime (an "Affiliate Agreement"), and (ii) to furnish such Affiliate Agreements to Summit no later than 5 business days prior to the date of mailing of the Proxy-Prospectus.
Agreements of Affiliated Shareholders. Summit agrees to furnish to UJB, not later than 10 business days prior to the date of mailing of the Summit Proxy-Prospectus, a list of each person who, in the opinion of the General Counsel of Summit, is an affiliate of Summit for the purposes of Rule 145 under the Securities Act (a "Summit Affiliate") and shall use its best efforts to cause each Summit Affiliate to enter into, prior to the date of mailing of the Summit Proxy-Prospectus, an agreement, satisfactory in form and substance to UJB, substantially in the form of Exhibit C hereto, and effective prior to such date (an "Affiliate Agreement").
Agreements of Affiliated Shareholders. NMBT agrees to furnish to Summit, not later than 10 business days prior to the date of mailing of the Proxy-Prospectus, a writing setting forth the names of those persons (which will include all individual and beneficial ownership of NMBT Stock by such persons and also identifies the manner in which all such beneficially owned shares of NMBT Stock are registered on the stock record books of NMBT) who in the written opinion of counsel to NMBT (which opinion need not be furnished to Summit), constitute all the affiliates of NMBT for the purposes of Rule 145 under the Securities Act (an "NMBT Affiliate"). NMBT agrees to use its best efforts (i) to cause each NMBT Affiliate to enter into an agreement effective upon the execution thereof, satisfactory in form and substance to Summit and (y) substantially in the form of Exhibit D-1 with respect to Affiliates who are directors or officers of NMBT or a subsidiary of NMBT, or (z) substantially in the form of Exhibit D-2 with respect to Affiliates who are not directors or officers of NMBT or a subsidiary of NMBT (an "Affiliate Agreement"), and (ii) to furnish such Affiliate Agreements to Summit no later than 5 business days prior to the date of mailing of the Proxy-Prospectus.
