0001193125-06-092864 Sample Contracts

AMENDED AND RESTATED TRUST AGREEMENT among FNB CORP., as Depositor WILMINGTON TRUST COMPANY, as Property Trustee WILMINGTON TRUST COMPANY, as Delaware Trustee and THE ADMINISTRATIVE TRUSTEES NAMED HEREIN as Administrative Trustees
Trust Agreement • April 28th, 2006 • FNB Corp/Nc • National commercial banks • Delaware

AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 27, 2006, among (i) FNB Corp., a North Carolina corporation (including any successors or permitted assigns, the “Depositor”), (ii) Wilmington Trust Company, a Delaware banking corporation, as property trustee (in such capacity, the “Property Trustee”), (iii) Wilmington Trust Company, a Delaware banking corporation, as Delaware trustee (in such capacity, the “Delaware Trustee”), (iv) Michael C. Miller, an individual and Jerry A. Little, an individual, each of whose address is c/o FNB Corp., 101 Sunset Avenue, Asheboro, North Carolina 27203, as administrative trustees (in such capacities, each an “Administrative Trustee” and, collectively, the “Administrative Trustees” and, together with the Property Trustee and the Delaware Trustee, the “Trustees”) and (v) the several Holders, as hereinafter defined.

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GUARANTEE AGREEMENT between FNB CORP., As Guarantor, and WILMINGTON TRUST COMPANY, As Guarantee Trustee Dated as of APRIL 27, 2006 FNB UNITED STATUTORY TRUST II
Guarantee Agreement • April 28th, 2006 • FNB Corp/Nc • National commercial banks • New York

GUARANTEE AGREEMENT, dated as of April 27, 2006, executed and delivered by FNB CORP., a North Carolina corporation (the “Guarantor”) having its principal office at 101 Sunset Avenue, Asheboro, North Carolina 27203, and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (in such capacity, the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of FNB United Statutory Trust II, a Delaware statutory trust (the “Issuer”).

JUNIOR SUBORDINATED INDENTURE between FNB CORP. and WILMINGTON TRUST COMPANY, as Trustee
Junior Subordinated Indenture • April 28th, 2006 • FNB Corp/Nc • National commercial banks • New York

JUNIOR SUBORDINATED INDENTURE, dated as of April 27, 2006, between FNB CORP., a North Carolina corporation (the “Company”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as Trustee (in such capacity, the “Trustee”).

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