0000723531-13-000008 Sample Contracts

STOCK PURCHASE PLAN ENGAGEMENT AGREEMENT BETWEEN PAYCHEX, INC. AND JP MORGAN SECURITIES, LLC, DATED AS OF MARCH 26, 2013 10b-18 REPURCHASE AGREEMENT (NON- EXCLUSIVE)
Stock Purchase Plan Engagement Agreement • March 29th, 2013 • Paychex Inc • Services-engineering, accounting, research, management • New York

This letter agreement (this “Letter Agreement”) confirms the terms and conditions under which J.P. Morgan Securities LLC (“JPMS”) will act as non-exclusive agent for Paychex, Inc. (the “Purchaser”) in connection with the Purchaser’s program (the “Program”) to repurchase shares of its common stock, par value $0.01 (the “Securities”).

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