0000759458-10-000045 Sample Contracts

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 10th, 2010 • Canandaigua National Corp • National commercial banks • New York

THIS AGREEMENT is made by and among Greentree Capital Management, L.L.C. (“Seller”), Peter J. Gaess (“Principal”), T.C. Lewis (for the purposes of Section 3.02 only)(”Lewis”) and The Canandaigua National Bank and Trust Company (“Buyer”).

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • August 10th, 2010 • Canandaigua National Corp • National commercial banks • New York

THIS STOCK PURCHASE AGREEMENT (“Agreement”) is entered into as of the date on which it is fully executed by all parties hereto, by and among Canandaigua National Corporation, a New York State business corporation (“CNC”), those individuals identified in Exhibit A attached hereto (the “GVTC Shareholders”), and, for the limited purposes set forth herein, Genesee Valley Trust Company, a New York State chartered trust company (“GVTC”).

AMENDMENT TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 10th, 2010 • Canandaigua National Corp • National commercial banks

THIS AMENDMENT is made as of December 31, 2008 to the Asset Purchase Agreement dated December 22, 2008 (the "Agreement"), by and among Greentree Capital Management, L.L.C. ("Seller"), Peter J. Gaess ("Principal"), T.C. Lewis (for the purposes of Section 3.02 only) ("Lewis") and The Canandaigua National Bank and Trust Company ("Buyer").

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