0001104659-10-055074 Sample Contracts

THIRD AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • November 2nd, 2010 • First Chester County Corp • National commercial banks

This THIRD AMENDMENT dated as of October 28, 2010 (this “Third Amendment”), is by and between Tower Bancorp, Inc., a Pennsylvania corporation (“Tower”), and First Chester County Corporation, a Pennsylvania corporation (“First Chester”), and amends that certain Agreement and Plan of Merger dated as of December 27, 2009 between Tower and First Chester, as amended by that certain First Amendment to Agreement and Plan of Merger dated March 4, 2010 and Second Amendment to Agreement and Plan of Merger dated August 25, 2010 (as amended, the “Agreement”).

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