ELECTION FORM FOR USE BY SECURITYHOLDERS OF SENTRY TRUST COMPANYSun Bancorp Inc • August 13th, 2003 • State commercial banks
Pursuant to the terms of the Agreement and Plan of Reorganization dated as of April 23, 2003, as amended July 31, 2003 (the "Agreement") among Sun Bancorp, Inc. ("Sun"), Sun Interim Trust Company, Sentry Trust Company ("Sentry") and Patriot Federal Credit Union, the undersigned securityholder(s) of Sentry elect(s) to receive the following form of consideration in connection with the conversion of his or her shares of common stock of Sentry ("Sentry Common Stock") and exchange of Stock Purchase Warrants for shares of Sentry Common Stock (the "Stock Purchase Warrants") upon consummation of the merger. This election is subject to allocation procedures intended to ensure that at least 60% of the aggregate value of the consideration is paid in the form of shares of common stock of Sun ("Sun Common Stock"), as described in the Proxy Statement Prospectus provided to the undersigned (the "Proxy Statement Prospectus").
INTERIM TRUST MANAGEMENT AGREEMENTInterim Trust Management Agreement • August 13th, 2003 • Sun Bancorp Inc • State commercial banks • Pennsylvania
WHEREAS, Sentry and Sun Bank believe that it is in their mutual best interests for Sentry to provide interim management of Sun Bank's trust and investment services and for Sun Bank to compensate Sentry for these services;
