Independent Bank Corp. Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: Trust Indenture Act Section Indenture Section §310 (a)(1) 6.9 (a)(2) 6.9 (a)(3) Not Applicable (a)(4) Not Applicable (b) 6.8 6.10 §311 (a) 6.13 (b) 6.13 §312 (a) 7.1 (b) 7.2(a) (c) 7.2(b) §313 (a) 7.3(a) (b) 7.3(a) (c) 7.3(a) (d) 7.3(b) §314 (a) 7.4 (a)(4) 1.2 10.4 (b) Not Applicable (c)(1) 1.2 (c)(2) 1.2 (c)(3) Not Applicable (d) Not Applicable (e) 1.2 §315 (a) 6.1 (b) 6.2 (c) 6.1 (d) 6.1 (d)(1) 6.1 (d)(2) 6.1 (d)(3) 6.1 (e) 5.14 §316 (a)(1)(A) 5.12 (a)(1)(B) 5.2 5.13 (a)(2) Not Applicable (b) 5.8 (c) 1.4(c) §317 (a)(1) 5.3 (a)(2) 5.4 (b) 10.3
Independent Bank Corp of Rockland, MA (“Client”) engages FIS to provide core processing services described herein or indicated in the pricing attachment (“Service(s)”) for depository and loan accounts of Client and its affiliates using the HORIZON computer software system (“System”) in accordance herewith. The Service shall permit Client’s Customers to initiate and settle transactions from depository and loan accounts maintained by Client (“Accounts”). The particular Accounts to be processed shall be identified by Client from time to time during the term.
Independent Bank Corp. (‘‘Independent’’) through its subsidiary, Bradford Merger Sub Inc., both of Rockland, Massachusetts; to merge with Meridian Bancorp, Inc., Peabody, Massachusetts (‘‘Meridian’’), with Meridian as the survivor, and thereby indirectly acquire East Boston Savings Bank, Boston, Massachusetts. Immediately after, Meridian to merge with Independent, with Independent as the survivor, and East Boston Savings Bank to merge with and into Rockland Trust, Rockland, Massachusetts, a wholly owned subsidiary bank of Independent, with Rockland Trust as
Independent Bank Corp shall be registered in the name of the Purchaser and shall represent the aggregate liquidation amount of the Capital Securities being purchased by the Purchaser.
Independent Bank Corp registration requirements of the Securities Act, or any other applicable securities laws, pursuant to an exemption therefrom or in a transaction not subject thereto.
Independent Bank Corp would prevent the Purchaser from performing any material obligations set forth in this Purchase Agreement.
Independent Bank Corp will mail to the holder of this certificate a copy of the Rights Agreement, as in effect on the date of mailing, without charge promptly after receipt of a written request therefor. Under certain circumstances, Rights issued to or held by Acquiring Persons, Adverse Persons or any Affiliates or Associates thereof (as defined in the Rights Agreement), and any subsequent holder of such Rights, may become null and void. The Rights shall not be exercisable, and shall be void so long as held, by a holder in any jurisdiction where the requisite qualification, if any, to the issuance to such holder, or the exercise by such holder, of the Rights in such jurisdiction shall not have been obtained or be obtainable. With respect to such certificates containing the foregoing legend, the Rights associated with the Common Stock of the Company represented by such certificates shall be evidenced by such certificates alone until the Distribution Date (or the earlier redemption, expiration or termination of the Rights), and the transfer of any of such certificates shall also constitute the transfer of the Rights associated with the Common Stock of the Company represented by such certificates. In the event that the Company purchases or acquires any shares of Common Stock of the Company after the Record Date but prior to the Distribution Date, any Rights associated with such Common Stock of the Company shall be deemed canceled and retired so that the Company shall not be entitled to exercise any Rights associated with the shares of Common Stock of the Company which are no longer outstanding. The failure to print the foregoing legend on any such certificate representing Common Stock of the Company or any defect therein shall not affect in any manner whatsoever the application or interpretation of the provisions of Section 7(e) hereof.
Independent Bank Corp. This certifies that ______________________, or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner thereof, subject to the terms, provisions and conditions of the Renewal Rights Agreement, dated as of September 14, 2000 (the "Renewal Rights Agreement"), between Independent Bank Corp., a Massachusetts corporation (the "Company"), and Rockland Trust Company, a Massachusetts chartered trust company (the "Rights Agent"), to purchase from the Company at any time prior to 5:00 p. m. (Boston, Massachusetts time) on May 3, 2011 at the office or offices of the Rights Agent designated for such purpose, or its successors as Rights Agent, one one-thousandth of a fully paid, nonassessable share of Series B Junior Participating Cumulative Preferred Stock (the "Preferred Stock") of the Company, at an Exercise Price of $[____] per one one-thousandth of a share (the "Exercise Price"), upon presentation and surrender of this Right Certificate with the Form of Election to Purchase and related Certificate duly executed. The number of Rights evidenced by this Right Certificate (and the number of shares which may be purchased upon exercise thereof) set forth above, and the Exercise Price set forth above, are the number and Exercise Price as of ____________, ______, based on the Preferred Stock as constituted at such date.
Independent Bank Corp of Rockland, MA engages FIS to provide its disaster recovery services as described in this Addendum (“Service”) for disaster recovery. FIS will provide the Service to Client either directly or through one or more of its affiliated companies in accordance with the terms of this Addendum. This Addendum is a part of the Core System Processing Services Agreement.
Independent Bank Corp. (Michigan) 3.1% Exhibit B CITIZENS BYLAW AMENDMENT THE BYLAWS OF CITIZENS AS OF THE EFFECTIVE TIME SHALL BE AMENDED TO INCLUDE THE FOLLOWING NEW ARTICLE III, SECTION 14:
