Certain information contained in this document has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. PURCHASE AND ASSUMPTION AGREEMENT dated as of April 16, 2024 between...Purchase and Assumption Agreement • August 2nd, 2024 • Amerant Bancorp Inc. • National commercial banks
Contract Type FiledAugust 2nd, 2024 Company Industry
PURCHASE AND ASSUMPTION AGREEMENT dated as of March 4, 2024 Between BERKSHIRE BANK And PATHFINDER BANKPurchase and Assumption Agreement • March 4th, 2024 • Pathfinder Bancorp, Inc. • State commercial banks • New York
Contract Type FiledMarch 4th, 2024 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of March 4, 2024 (this “Agreement”), between Berkshire Bank, a trust company organized under the laws of the Commonwealth of Massachusetts, with its principal office located in Pittsfield, Massachusetts (“Seller”), and Pathfinder Bank, a commercial bank organized under the laws of the State of New York, with its principal office located in Oswego, New York (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of April 22, 2021 between MVB BANK, INC. and SUMMIT COMMUNITY BANK, INC.Purchase and Assumption Agreement • April 23rd, 2021 • Summit Financial Group, Inc. • State commercial banks • West Virginia
Contract Type FiledApril 23rd, 2021 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of April 22, 2021 (this “Agreement”), is by and between MVB Bank, Inc., a West Virginia banking corporation (“Seller”), and Summit Community Bank, Inc., a West Virginia banking corporation (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of DECEMBER 2, 2020 between BERKSHIRE BANK and INVESTORS BANKPurchase and Assumption Agreement • December 3rd, 2020 • Investors Bancorp, Inc. • State commercial banks • New Jersey
Contract Type FiledDecember 3rd, 2020 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of December 2, 2020 (this “Agreement”), between Berkshire Bank, a trust company organized under the laws of the Commonwealth of Massachusetts, with its principal office located in Pittsfield, Massachusetts (“Seller”), and Investors Bank, a commercial bank organized under the laws of the State of New Jersey, with its principal office located in Short Hills, New Jersey (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of DECEMBER 2, 2020 between BERKSHIRE BANK and INVESTORS BANKPurchase and Assumption Agreement • December 2nd, 2020 • Berkshire Hills Bancorp Inc • Savings institutions, not federally chartered • New Jersey
Contract Type FiledDecember 2nd, 2020 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of December 2, 2020 (this “Agreement”), between Berkshire Bank, a trust company organized under the laws of the Commonwealth of Massachusetts, with its principal office located in Pittsfield, Massachusetts (“Seller”), and Investors Bank, a commercial bank organized under the laws of the State of New Jersey, with its principal office located in Short Hills, New Jersey (“Purchaser”).
EX-99.2 3 ex99-2.htm EX-99.2 EXECUTION VERSION PURCHASE AND ASSUMPTION AGREEMENT dated as of March 3, 2016 between First Bank and First Community Bank List of ExhibitsPurchase and Assumption Agreement • May 5th, 2020 • North Carolina
Contract Type FiledMay 5th, 2020 JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of March 3, 2016 (this “Agreement”), between First Bank, a state-chartered banking corporation, organized under the laws of North Carolina, with its principal office located in Southern Pines, North Carolina (“First Bank” or “Seller”), and First Community Bank, a state-chartered banking corporation, organized under the laws of Virginia, with its principal office located in Bluefield, Virginia (“First Community” or “Purchaser”).
Exhibit A Purchase and Assumption Agreement (including exhibits) EXECUTION VERSION PURCHASE AND ASSUMPTION AGREEMENT dated as of September 1,2015 between BANK OF AMERICA, NATIONAL ASSOCIATION and 1st SECURITY BANK W/2546950 CERTAIN DEFINITIONS THE P&A...Purchase and Assumption Agreement • May 5th, 2020 • New York
Contract Type FiledMay 5th, 2020 JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of September 1,2015 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and 1st Security Bank, a state chartered savings bank, organized under the laws of the State of Washington, with its principal office located in Mountlake Terrace, Washington (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of November 21, 2019 between MVB BANK, INC. and SUMMIT COMMUNITY BANK, INC.Purchase and Assumption Agreement • November 22nd, 2019 • Summit Financial Group Inc • State commercial banks • West Virginia
Contract Type FiledNovember 22nd, 2019 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of November 21, 2019 (this “Agreement”), is by and between MVB Bank, Inc., a West Virginia banking corporation (“Seller”), and Summit Community Bank, Inc., a West Virginia banking corporation (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of February 12, 2018 between MAINSOURCE BANK and GERMAN AMERICAN BANCORPPurchase and Assumption Agreement • February 13th, 2018 • German American Bancorp, Inc. • State commercial banks • Indiana
Contract Type FiledFebruary 13th, 2018 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of February 12, 2018, between MainSource Bank, an Indiana state chartered bank (“Seller”) and a wholly-owned subsidiary of MainSource Financial Group, Inc., an Indiana corporation (“MainSource”) with its principal office located in Greensburg, Indiana, and German American Bancorp, an Indiana state chartered bank (“Purchaser”) and a wholly-owned subsidiary of German American Bancorp, Inc., an Indiana corporation, with its principal office located in Jasper, Indiana.
PURCHASE AND ASSUMPTION AGREEMENT dated as of January 10, 2017 between NORTHWEST BANK and SHORE UNITED BANKPurchase and Assumption Agreement • January 10th, 2017 • Shore Bancshares Inc • National commercial banks • Maryland
Contract Type FiledJanuary 10th, 2017 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of January 10, 2017 (the “Agreement”), between Northwest Bank, a Pennsylvania-chartered savings bank with its principal office located in Warren, Pennsylvania (the “Seller”), and Shore United Bank, a Maryland-chartered bank with its principal office located in Easton, Maryland (the “Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of July 26, 2016 between FIRSTMERIT BANK, NATIONAL ASSOCIATION and FIRST COMMONWEALTH BANKPurchase and Assumption Agreement • July 27th, 2016 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Ohio
Contract Type FiledJuly 27th, 2016 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of July 26, 2016, between FirstMerit Bank, National Association, a national banking association, organized under the laws of the United States, and a wholly-owned subsidiary of FirstMerit Corporation, an Ohio corporation (“FirstMerit”) with its principal office located in Akron, Ohio (“Seller”), and First Commonwealth Bank, a Pennsylvania bank and trust company, with its principal office located in Indiana, Pennsylvania (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of March 3, 2016 between First Bank and First Community BankPurchase and Assumption Agreement • March 7th, 2016 • First Bancorp /Nc/ • State commercial banks • North Carolina
Contract Type FiledMarch 7th, 2016 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of March 3, 2016 (this “Agreement”), between First Bank, a state-chartered banking corporation, organized under the laws of North Carolina, with its principal office located in Southern Pines, North Carolina (“First Bank” or “Seller”), and First Community Bank, a state-chartered banking corporation, organized under the laws of Virginia, with its principal office located in Bluefield, Virginia (“First Community” or “Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of March 3, 2016 between First Community Bank and First BankPurchase and Assumption Agreement • March 7th, 2016 • First Bancorp /Nc/ • State commercial banks • North Carolina
Contract Type FiledMarch 7th, 2016 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of March 3, 2016 (this “Agreement”), between First Community Bank, a state-chartered banking corporation, organized under the laws of Virginia, with its principal office located in Bluefield, Virginia (“First Community” or “Seller”), and First Bank, a state-chartered banking corporation, organized under the laws of North Carolina, with its principal office located in Southern Pines, North Carolina (“First Bank” or “Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of March 3, 2016 between First Bank and First Community BankPurchase and Assumption Agreement • March 4th, 2016 • First Community Bancshares Inc /Nv/ • State commercial banks • North Carolina
Contract Type FiledMarch 4th, 2016 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of March 3, 2016 (this “Agreement”), between First Bank, a state-chartered banking corporation, organized under the laws of North Carolina, with its principal office located in Southern Pines, North Carolina (“First Bank” or “Seller”), and First Community Bank, a state-chartered banking corporation, organized under the laws of Virginia, with its principal office located in Bluefield, Virginia (“First Community” or “Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of March 3, 2016 between First Community Bank and First BankPurchase and Assumption Agreement • March 4th, 2016 • First Community Bancshares Inc /Nv/ • State commercial banks • North Carolina
Contract Type FiledMarch 4th, 2016 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of March 3, 2016 (this “Agreement”), between First Community Bank, a state-chartered banking corporation, organized under the laws of Virginia, with its principal office located in Bluefield, Virginia (“First Community” or “Seller”), and First Bank, a state-chartered banking corporation, organized under the laws of North Carolina, with its principal office located in Southern Pines, North Carolina (“First Bank” or “Purchaser”).
EXECUTION VERSION W/2567925 PURCHASE AND ASSUMPTION AGREEMENT dated as of October 28, 2015 between BANK OF AMERICA, NATIONAL ASSOCIATION and BANK OF THE CASCADESPurchase and Assumption Agreement • October 29th, 2015 • Cascade Bancorp • State commercial banks • New York
Contract Type FiledOctober 29th, 2015 Company Industry Jurisdiction
PURCHASE AND ASSUMPTION AGREEMENT dated as of October 28, 2015 between BANK OF AMERICA, NATIONAL ASSOCIATION and REDDING BANK OF COMMERCEPurchase and Assumption Agreement • October 29th, 2015 • Bank of Commerce Holdings • State commercial banks • Delaware
Contract Type FiledOctober 29th, 2015 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of October 28, 2015 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and Redding Bank of Commerce, a California state chartered bank, with its principal office located in Redding, California (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of September 1, 2015 between BANK OF AMERICA, NATIONAL ASSOCIATION and 1st SECURITY BANKPurchase and Assumption Agreement • September 2nd, 2015 • FS Bancorp, Inc. • Savings institutions, not federally chartered • New York
Contract Type FiledSeptember 2nd, 2015 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of September 1, 2015 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and 1st Security Bank, a state chartered savings bank, organized under the laws of the State of Washington, with its principal office located in Mountlake Terrace, Washington (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of July 16, 2015 between FIRST FEDERAL BANK OF FLORIDA and SUNSHINE BANKPurchase and Assumption Agreement • July 17th, 2015 • Sunshine Bancorp, Inc. • Savings institution, federally chartered • Florida
Contract Type FiledJuly 17th, 2015 Company Industry Jurisdiction
PURCHASE AND ASSUMPTION AGREEMENT dated as of May 27, 2015 between BANK OF AMERICA, NATIONAL ASSOCIATION and FIRST NATIONAL BANK OF PENNSYLVANIAPurchase and Assumption Agreement • May 27th, 2015 • FNB Corp/Fl/ • National commercial banks • New York
Contract Type FiledMay 27th, 2015 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of May 27, 2015 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and First National Bank of Pennsylvania, a national banking association, organized under the laws of the United States, with its principal office located in Pittsburgh, Pennsylvania (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of April 22, 2015 between BANK OF AMERICA, NATIONAL ASSOCIATION and SOUTH STATE BANKPurchase and Assumption Agreement • April 22nd, 2015 • SOUTH STATE Corp • State commercial banks • New York
Contract Type FiledApril 22nd, 2015 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of April 22, 2015 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and South State Bank, a South Carolina state chartered bank, organized under the laws of South Carolina, with its principal office located in Columbia, South Carolina (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of March 24, 2015 Between HORRY COUNTY STATE BANK as Seller and SANDHILLS BANK as PurchaserPurchase and Assumption Agreement • March 30th, 2015 • HCSB Financial Corp • Savings institution, federally chartered • South Carolina
Contract Type FiledMarch 30th, 2015 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of March 24, 2015 (this “Agreement”), between Horry County State Bank, a state-chartered banking corporation organized under the laws of South Carolina with its principal office located in Loris, South Carolina (“Seller”), and Sandhills Bank, a state-chartered banking corporation organized under the laws of South Carolina with its principal office located in North Myrtle Beach, South Carolina (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of January 28, 2015 between BANK OF AMERICA, NATIONAL ASSOCIATION and AMERIS BANKPurchase and Assumption Agreement • January 29th, 2015 • Ameris Bancorp • State commercial banks • New York
Contract Type FiledJanuary 29th, 2015 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of January 28, 2015 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and Ameris Bank, a state-chartered banking corporation, organized under the laws of Georgia, with its principal office located in Moultrie, Georgia (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of November 18, 2014 between BANK OF AMERICA, NATIONAL ASSOCIATION and FIRST BANKPurchase and Assumption Agreement • November 19th, 2014 • First National Corp /Va/ • State commercial banks • New York
Contract Type FiledNovember 19th, 2014 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of November 18, 2014 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and First Bank, a state-chartered banking corporation, organized under the laws of Virginia, with its principal office located in Strasburg, Virginia (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of September 2, 2014 between BANK OF AMERICA, NATIONAL ASSOCIATION and FIRST SOUTH BANKPurchase and Assumption Agreement • September 3rd, 2014 • First South Bancorp Inc /Va/ • State commercial banks • New York
Contract Type FiledSeptember 3rd, 2014 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of September 2, 2014 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and First South Bank, a banking corporation, organized under the laws of the State of North Carolina, with its principal office located in Washington, North Carolina (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of August 6, 2014 between FIRST COMMUNITY BANK and CRESCOM BANKPurchase and Assumption Agreement • August 7th, 2014 • First Community Bancshares Inc /Nv/ • State commercial banks • Virginia
Contract Type FiledAugust 7th, 2014 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of August 6, 2014 (this “Agreement”), between First Community Bank, a state-chartered banking corporation, organized under the laws of Virginia, with its principal office located in Bluefield, Virginia (“Seller”), and CresCom Bank, a state-chartered banking corporation, organized under the laws of South Carolina, with its principal office located in Charleston, South Carolina (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of August 6, 2014 between FIRST COMMUNITY BANK and CRESCOM BANKPurchase and Assumption Agreement • August 7th, 2014 • Carolina Financial Corp • State commercial banks • Virginia
Contract Type FiledAugust 7th, 2014 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of August 6, 2014 (this “Agreement”), between First Community Bank, a state-chartered banking corporation, organized under the laws of Virginia, with its principal office located in Bluefield, Virginia (“Seller”), and CresCom Bank, a state-chartered banking corporation, organized under the laws of South Carolina, with its principal office located in Charleston, South Carolina (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of July 2, 2014 between SUN NATIONAL BANK and STURDY SAVINGS BANKPurchase and Assumption Agreement • July 9th, 2014 • Sun Bancorp Inc /Nj/ • Commercial banks, nec • New Jersey
Contract Type FiledJuly 9th, 2014 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of July 2, 2014 (this “Agreement”), between Sun National Bank, a national banking association, organized under the laws of the United States, with its principal office located in Vineland, New Jersey (“Seller”), and Sturdy Savings Bank, a mutual savings bank organized under the laws of the State of New Jersey, with its principal office located in Stone Harbor, New Jersey (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of June 9, 2014 between BANK OF AMERICA, NATIONAL ASSOCIATION and HOMETRUST BANKPurchase and Assumption Agreement • June 10th, 2014 • HomeTrust Bancshares, Inc. • Savings institution, federally chartered • New York
Contract Type FiledJune 10th, 2014 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of June 9, 2014 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and HomeTrust Bank, a federally chartered savings bank, organized under the laws of the United States, with its principal office located in Ashville, North Carolina (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of June 9, 2014 between BANK OF AMERICA, NATIONAL ASSOCIATION and FIRST COMMUNITY BANKPurchase and Assumption Agreement • June 10th, 2014 • First Community Bancshares Inc /Nv/ • State commercial banks • New York
Contract Type FiledJune 10th, 2014 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of June 9, 2014 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and First Community Bank, a state-chartered banking corporation, organized under the laws of Virginia, with its principal office located in Bluefield, VA (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of February 19, 2014 between STERLING SAVINGS BANK and BANNER BANKPurchase and Assumption Agreement • February 21st, 2014 • Banner Corp • State commercial banks • Delaware
Contract Type FiledFebruary 21st, 2014 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of February 19, 2014 (this “Agreement”), between Sterling Savings Bank, a Washington state-chartered bank and a wholly-owned subsidiary of Sterling Financial Corporation, a Washington corporation (“Sterling”) with its principal office located in Spokane, Washington (subject to Recital A below, “Seller”), and Banner Bank, a Washington state-chartered bank with its principal office located in Walla Walla, Washington (“Purchaser”).
ContractPurchase and Assumption Agreement • January 27th, 2014 • Washington Federal Inc • Savings institution, federally chartered • New York
Contract Type FiledJanuary 27th, 2014 Company Industry Jurisdiction
PURCHASE AND ASSUMPTION AGREEMENT dated as of July 23, 2013 between BANK OF AMERICA, NATIONAL ASSOCIATION and COMMUNITY BANK, NATIONAL ASSOCIATIONPurchase and Assumption Agreement • July 26th, 2013 • COMMUNITY BANK NA, a Subsidiary of Community Bank System Inc. • National commercial banks • New York
Contract Type FiledJuly 26th, 2013 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of July 23, 2013 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and Community Bank, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Canton, New York (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of July 23, 2013 between BANK OF AMERICA, NATIONAL ASSOCIATION and BERKSHIRE BANKPurchase and Assumption Agreement • July 25th, 2013 • Berkshire Hills Bancorp Inc • Savings institutions, not federally chartered • New York
Contract Type FiledJuly 25th, 2013 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of July 23, 2013 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and Berkshire Bank, a savings bank, organized under the laws of Massachusetts, with its principal office located in Pittsfield, Massachusetts (“Purchaser”).
PURCHASE AND ASSUMPTION AGREEMENT dated as of July 18, 2013 between BANK OF AMERICA, NATIONAL ASSOCIATION and WASHINGTON FEDERAL, NATIONAL ASSOCIATIONPurchase and Assumption Agreement • July 23rd, 2013 • Washington Federal Inc • Savings institution, federally chartered • New York
Contract Type FiledJuly 23rd, 2013 Company Industry JurisdictionThis PURCHASE AND ASSUMPTION AGREEMENT, dated as of July 18, 2013 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and Washington Federal, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Seattle, Washington (“Purchaser”).