IN WIT NESS WHEREOF Sample Clauses

IN WIT NESS WHEREOF the Parties hereto have executed this Agreement as of the Effective Date.

IN WIT NESS WHEREOF the Bank has caused this Agreement to be signed in its corporate name by its duly authorized officer, and Director hereunto set his hand and seal, all on the day and year first above written. Executed this 16th. day of August, 1994 FIRST NATIONAL BANK /s/ Xxxxxxx X. Xxxxxxxxxx ___________________________________________ Xxxxxxx X. Xxxxxxxxxx Senior V.P. & Controller /s/ Xxxxxxx X. Xxxxxxx ___________________________________________ Xxxxxxx X. Xxxxxxx, Director Table of Contents The members of the Board of Directors of First National Bank (the Bank) are providing service that is of exceptional merit as well as making an invaluable contribution to the profits and growth of the Bank. In addition, the experience, knowledge, good reputation and contacts of these Directors is of extreme value to the Bank’s future success. Accordingly, it is the desire of the Board of the Bank to modify the compensation of its members by agreeing to make certain payments to each Director either upon his or her retirement, or alternately, to his or her beneficiary (ies) in the event of his or her death. To provide for this desire the Board of Directors of First National Bank has on the date hereof adopted the Director Defined Benefit Plan, the terms and conditions of which are as follows:

IN WIT NESS WHEREOF the parties hereto, acting through their representatives thereunto duly authorized, have caused this Project Agreement to be signed in their respective names as of the day and year first above written, and to be delivered at the principal office of ADS.

IN WIT NESS WHEREOF the parties have caused this MOU to be executed by their authorized representatives on this SI day of November 2024.

IN WIT NESS WHEREOF the parties have duly executed this Investment Management Trust Agreement as of the date first written above. CONT INENT AL ST OCK TRANSFER & TRUST COMPANY, as Trustee By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Vice President ION ACQUISIT ION CORP 3 LT D. By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Initial set-up fee Initial closing of Offering by wire transfer. $ 3,500.00 Trustee administration fee Payable annually. First year fee payable, at initial closing of Offering by wire transfer, thereafter by wire transfer or check. $ 10,000.00 Transaction processing fee for disbursements to Company under Billed to Company following disbursement made to Section 1 Company under Section 1 $ 250.00 Paying Agent services as required pursuant to Section 1(i) and 1(k) Billed to Company upon delivery of service pursuant to Section 1(i) and 1(k) Prevailing rates Continental Stock Transfer & Trust Company 0 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx Xxxx Re: Trust Account - Termination Letter Dear Xx. Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between ION Acquisition Corp 3 Ltd. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of , 2021 (the “Trust Agreement”), this is to advise you that the Company has entered into an agreement with (the “Target Business”) to consummate a business combination with Target Business (the “Business Combination”) on or about [insert date]. The Company shall notify you at least seventy-two (72) hours in advance of the actual date (or such shorter period as you may agree) of the consummation of the Business Combination (the “Consummation Date”). Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, the Company hereby authorizes you to commence to liquidate all of the assets of the Trust Account, and to transfer the proceeds to a segregated account held by you on behalf of the Beneficiaries to the effect that, on the Consummation Date, all of the funds held in the Trust Operating Account will be immediately available for transfer to the account or accounts that the Company shall direct on the Consummation Date (including as directed to it by the Representatives on behalf of the Underwriters (with respect to the Deferred Discount)). On the Consummation Date (i) counsel for the Company shall deliver to you wr...