0001193125-07-177229 Sample Contracts

RETENTION AGREEMENT AND GENERAL RELEASE
Retention Agreement • August 9th, 2007 • Pacific Capital Bancorp /Ca/ • State commercial banks

THIS RETENTION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into by and between JOYCE M. CLINTON (hereafter referred to as “Ms. Clinton”) and PACIFIC CAPITAL BANK, N.A. (hereafter referred to as “PCB”) with reference to the following facts:

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ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 9th, 2007 • Pacific Capital Bancorp /Ca/ • State commercial banks • California

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made as of June 19, 2007, by and among LEAF FUNDING, INC., a Delaware corporation, LEAF FINANCIAL CORPORATION, a Delaware corporation, and LEAF COMMERCIAL FINANCE CO., LLC, a Delaware limited liability company (collectively, the “Buyer,” and whose obligations hereunder shall be joint and several); and PACIFIC CAPITAL BANK, N.A., a national banking association (“Seller”). Capitalized terms used, but not defined, in this Agreement shall have the meaning ascribed thereto in Appendix A attached hereto.

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