0000950168-02-003117 Sample Contracts

WACHOVIA CORPORATION, WACHOVIA BANK, NATIONAL ASSOCIATION, AS DEPOSITARY, AND THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN.
Deposit Agreement • October 29th, 2002 • Wachovia Preferred Funding Corp • Real estate investment trusts • New York

WHEREAS, it is desired to provide, as hereinafter set forth in this Deposit Agreement, for the deposit of shares of Series G, Class A Preferred Stock, liquidation preference $150.00 per share, of the Company with the Depositary (as hereinafter defined) for the purposes set forth in this Deposit Agreement and for the issuance hereunder of Receipts (as hereinafter defined) by the Depositary evidencing Depositary Shares in respect of the Stock (as hereinafter defined) so deposited;

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WACHOVIA PREFERRED FUNDING CORP. SERIES A AND B PREFERRED SECURITIES EXCHANGE AGREEMENT
Exchange Agreement • October 29th, 2002 • Wachovia Preferred Funding Corp • Real estate investment trusts

THIS EXCHANGE AGREEMENT (this “Agreement”) is entered into as of ·, 2002, among WACHOVIA PREFERRED FUNDING CORP., a Delaware corporation (“WPFC”), WACHOVIA CORPORATION, a North Carolina corporation (“Wachovia”), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (“Wachovia Bank”).

LOAN PARTICIPATION AGREEMENT
Loan Participation Agreement • October 29th, 2002 • Wachovia Preferred Funding Corp • Real estate investment trusts • North Carolina

THIS LOAN PARTICIPATION AGREEMENT AND AGREEMENT FOR CONTRIBUTION (“Agreement”), entered into as of · (the “Effective Date”), by and between Wachovia Bank, National Association, with its primary office located at 301 South College Street, Charlotte, NC 28288 (“Bank”), and Wachovia Preferred Funding Holding Corp. (“Participant”).

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