PURCHASE AND SALE AGREEMENT by and between KEYCORP, (solely with respect to Article XIV and Sections 7.2, 7.3, 7.5, 7.6, 7.8, 8.5 and 12.3) FIRST NIAGARA FINANCIAL GROUP, INC., FIRST NIAGARA BANK, NATIONAL ASSOCIATION, FIRST NIAGARA SECURITIES, INC....

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