0001193125-07-190294 Sample Contracts

AGREEMENT TO MERGE AND PLAN OF REORGANIZATION dated as of July 13, 2007 by and between Belvedere SoCal and Spectrum Bank
Agreement to Merge • August 28th, 2007 • Belvedere SoCal • National commercial banks • California

THIS AGREEMENT TO MERGE AND PLAN OF REORGANIZATION (“Agreement”) is entered into as of July 13, 2007, among Belvedere SoCal, a corporation organized under the laws of California (“SoCal”) located in San Francisco, California, and Spectrum Bank, a California banking corporation (“Seller”), located in Irvine, California .

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SECOND AMENDMENT TO AGREEMENT TO MERGE AND PLAN OF REORGANIZATION
Agreement to Merge and Plan of Reorganization • August 28th, 2007 • Belvedere SoCal • National commercial banks

THIS SECOND AMENDMENT TO AGREEMENT TO MERGE AND PLAN OF REORGANIZATION (the “Second Amendment”) is entered into as of August 7, 2007, among Belvedere SoCal, a company organized under the laws of California (“SoCal”), located in San Francisco, California, and Professional Business Bank, a banking company organized under the laws of California (“Seller”), located in Pasadena, California and joined in by Belvedere Capital Fund II L.P., a Delaware limited partnership (“Fund”).

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