0001362310-09-004958 Sample Contracts

PURCHASE AND ASSUMPTION AGREEMENT dated as of April 6, 2009 by and among NATIONAL CITY BANK, FIRST NIAGARA BANK, and THE PNC FINANCIAL SERVICES GROUP, INC., solely with respect to Sections 5.16, 7.10 and 9.1(d)
Purchase and Assumption Agreement • April 7th, 2009 • First Niagara Financial Group Inc • Savings institutions, not federally chartered • Pennsylvania

This PURCHASE AND ASSUMPTION AGREEMENT, dated as of April 6, 2009 (this “Agreement”), by and among National City Bank (“Seller”), First Niagara Bank (“Purchaser”), and The PNC Financial Services Group, Inc., a Pennsylvania corporation (“PNC”), solely with respect to Sections 5.16, 7.10 and 9.1(d).

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SECURITIES PURCHASE AGREEMENT by and among THE PNC FINANCIAL SERVICES GROUP, INC., NATIONAL CITY BANK and FIRST NIAGARA FINANCIAL GROUP, INC. Dated as of April 6, 2009
Securities Purchase Agreement • April 7th, 2009 • First Niagara Financial Group Inc • Savings institutions, not federally chartered • Pennsylvania

SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 6, 2009, by and among The PNC Financial Services Group, Inc., a corporation organized under the laws of the Commonwealth of Pennsylvania (“PNC”), National City Bank, a national banking association organized under the laws of the United States (“NCB,” and together with PNC, “Purchasers”), and First Niagara Financial Group, Inc., a Delaware corporation (the “Company”). Capitalized terms not otherwise defined where used shall have the meanings ascribed thereto in Article I.

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