If you prefer to pay by check, please send the check and a copy of both sides of the certificate to: Scripophily.com Dont be fooled by imitations. Buyer, Buyer Sub, Seller, Seller Sub and their respective subsidiaries shall cooperate and use their respective reasonable best efforts to prepare all documentation, to timely effect all filings (but in any event to effect all such filings within ninety (90)days of the date of this Agreement), and to obtain all permits, consents, approvals and authorizations of all third parties and Governmental Authorities and Regulatory Authorities, including, as applicable, without limitation, those required to be filed with the Federal Reserve, the FDIC, the WVDFI and the Department, as well as pre-merger notification forms required by the merger notification or control laws and regulations of any applicable jurisdiction, as agreed to by the parties, in any event that are necessary to consummate the transactions contemplated by this Agreement. If you would like to proceed, please provided payment information for this service on our secure server by Clicking Here and simply follow the instructions. With respect to each material Buyer Compensation and Benefit Plan, if applicable, Buyer has provided or made available to Seller, true and complete copies of the existing: (A)Buyer Compensation and Benefit Plan documents and amendments thereto; (B)trust instruments and insurance contracts; (C)most recent actuarial report and financial statement; (D)most recent summary plan description; (E)forms filed with the PBGC within the past year (other than for premium payments); (F) most recent determination letter issued by the IRS; and (G)any Form 5310, Form 5310A, Form 5300 or Form 5330 filed within the past year with the IRS. Is There a Law That Says a Landlord Has to Paint in Between Tenants? Gone With the Winds of Change. If you would rather order by mail or fax, or you can print out our Mail and Fax Order Form by Clicking Here to send us the information. NO HIDDEN FEES! Feedback | If you have any questions, please call our toll free number at 1-888-STOCKS6 ( 1-888-786-2576 ) or dial direct to 703-787-3552.or send us an email message using the form below: Mailing Address: WebFarmers Exchange Cooperative Photograph Collection, PHC.23 Abstract This collection contains the photographic negatives generated by the Farmers Cooperative Exchange (FCX) of Raleigh, North Carolina from 1935-1985. Each of Buyer and Seller shall have the right to review in advance, and to the extent practicable, each will consult with the other, in each case subject to applicable laws relating to the exchange of information, with respect to, and shall be provided in advance so as to reasonably exercise its right to review in advance, all material written information submitted to any third party or any Governmental Authority or Regulatory Authority in connection with the transactions contemplated by this Agreement. hereby, in each case by Buyer and Buyer Sub, have been duly and validly taken and subject, in the case of the consummation of the Merger and the Bank Merger, to the filing and recordation of Articles of Merger as required by the KBCA and the WVBCA. L. 11597, title I, 13303(b)(6), 13313(a), Dec. 22, 2017, 131 Stat. You will also have access to specific documents of the company as one of its shareholders. 7.06. Generally, co-op boards may apply their own particular standards regarding which prospective tenants to deny or accept. Once you complete the form below please click on add to shopping cart. WebAlexander Graham Bell signed letter - PASSCO Certified. 0000053717 00000 n Commencing on the date of this Agreement, Buyer and Seller shall, and shall cause their respective Subsidiaries to, reasonably assist each other to facilitate the integration, from and after the Closing, of Seller and the Seller Subsidiaries with the businesses of Buyer and the Buyer Subsidiaries, without taking action that would, in effect, give Buyer a controlling influence over the management or policies of Seller or any of the Seller Subsidiaries, or otherwise violate applicable laws. (i) Seller and the Seller Subsidiaries own or possess all legal rights, or are licensed or otherwise have the right to use, all proprietary rights, including, without limitation, trademarks, trade names, service marks and copyrights, if any, that are material to the conduct of their existing businesses.

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As used in this Agreement, the term Surviving Bank Corporation refers to Buyer Sub at and after the Effective Time. As of the Effective Time and except as specifically provided elsewhere in this Agreement, Buyer shall succeed Seller as sponsor and administrator of the Seller Compensation and Benefit Plans and shall take such action as necessary to effectuate such changes. %PDF-1.4 % farmers cooperative exchange stock certificate 15 fev. Vintage document is lightly aged and worn.If you have any questions do not

All rights, ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Shareholder, and Buyer shall have no authority to direct the Shareholder in the voting or disposition of any of the Shares, except as otherwise provided in this Agreement. NOW, THEREFORE, in consideration of the premises and the respective representations, warranties, covenants, agreements and conditions hereinafter set forth, the parties, intending to be legally bound hereby, agree as follows: Upon the terms and subject to the conditions of this Agreement, at the Effective Time (as defined in Section1.03), Seller shall merge with and into Buyer in accordance with the West Virginia Business Corporation Act (the WVBCA) and the Kentucky Business Corporation Act (the KBCA). 0000046932 00000 n the Seller Board (i)any significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) which are reasonably expected to adversely affect Sellers ability to record, process, summarize and report financial information, and (ii)any fraud, whether or not material, that involves management or other employees who have a significant role in Sellers internal controls over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). has been in compliance with all applicable federal, state, local and foreign statutes, laws, regulations, ordinances, rules, judgments, orders or decrees applicable thereto or to the employees conducting such business, including, without limitation, the Equal Credit Opportunity Act, the Fair Housing Act, the Community Reinvestment Act (the . 16. (b) The Shareholder agrees that the Shareholder shall not, and shall not permit any entity under the Shareholders control to, deposit any of the Shares in a voting trust, grant any proxies with respect to the Shares or subject any of the Shares to any arrangement with respect to the voting of the Shares other than agreements entered into with the Buyer. %%EOF 1. There are reasonably priced databases although many of those are available at your local library.  Resources you're looking for:  &nbs % Relocation outside of Southern State's operating territory. 1.02. For the first 400-plus years of investing history, participating in an initial public offering (IPO) or buying stock often came with one of these physical stock certificates. Buyer and the Buyer Subsidiaries do not maintain any foreign Buyer Compensation and Benefit Plans. In a sense, the complex designs found in many earlier stock certificates included what is known today as branding. If, at any time after the Effective Time, Buyer shall consider or be advised that any further deeds, assignments or assurances in law or any other acts are necessary or desirable to (i)vest, perfect or confirm, of record or otherwise, in Buyer its right, title or interest in, to or under any of the rights, properties or assets of Seller or Seller Sub, or (ii)otherwise carry out the purposes of this Agreement, Seller, Seller Sub and their officers and directors shall be deemed to have granted to Buyer and Buyer Sub an irrevocable power of attorney to execute and deliver all such deeds, assignments or assurances in law or any other acts as are necessary or desirable to (a)vest, perfect or confirm, of record or otherwise, in Buyer or Buyer Sub its right, title or interest in, to or under any of the rights, properties or assets of Seller and Seller Sub or (b)otherwise carry out the purposes of this Agreement, and the officers and directors of Buyer and Buyer Sub are authorized in the name of Seller, Seller Sub or otherwise to take any and all such action. WebAmendments. Prior to the Effective Time, Buyer shall approve in accordance with the procedures set forth in Rule 16b-3 promulgated under the Exchange Act and the Skadden, Arps, Slate, Meagher& Flom LLP SEC No-Action Letter (January 12, 1999) any acquisition of equity securities of Buyer (including derivative securities) resulting from the transactions contemplated by this Agreement by each officer and director of Seller who becomes an officer or director of Buyer as of or following the Effective Time and who is subject to Section16 of the Exchange Act. Articles of Merger for each of the Merger and the Bank Merger duly executed by Seller and Seller Sub, as the case may be, in accordance with the WVBCA and the KBCA and in appropriate form for filing, respectively, with the West Virginia Secretary of State and Kentucky Secretary. The value may not be the same as the company's current share price, however. 4 0 obj No Agreement Until Executed. Buyer shall have performed in all material respects all of its covenants and obligations under this Agreement to be performed by it on or prior to the Closing Date, including those related to the Closing, and Seller and Seller Sub shall have received a certificate, dated the Closing Date, signed on behalf of Buyer and Buyer Sub by Buyers chief executive officer and chief financial officer to such effect. Each of Seller, Seller Sub, Buyer Sub and Buyer shall use its reasonable best efforts to take, or cause to be taken, all necessary actions and execute all additional documents, agreements and instruments required to consummate the transactions contemplated in this Agreement. Except as set forth on Schedule 2, the Shareholder hereby represents and warrants to Buyer as follows: 5. Chantilly, Virginia 90153, For a Flat Fee of $49.95 per company, we will serve as your. Buyer shall be the continuing and surviving corporation in the Merger, shall continue to exist under the laws of the State of West Virginia and shall be the only one of the Constituent Corporations to continue its separate corporate existence after the Effective Time. During the six years prior to the Effective Time, none of Seller, any Seller Subsidiary nor any Seller ERISA Affiliate has contributed, or has been obligated to contribute, to a multiemployer plan under Subtitle E of Title IV of ERISA (as defined in ERISA Sections 3(37)(A) and 4001(a)(3)). Buyer and Seller each hereby agrees to deliver certificates substantially in compliance with IRS published advance ruling guidelines, with customary exceptions and modifications thereto, to enable counsel to deliver the legal opinions contemplated by Sections 8.01(c) and 8.02(c), which certificates shall be effective as of the date of such opinions. Environmental Law, or (C)any of the Buyer Real Properties or improvements thereon, or the Buyer Subsidiary Real Estate Collateral or improvements thereon, have in the past or presently contain underground storage tanks, asbestos-containing materials or PCB-containing materials or equipment, which in any event would reasonably be expected to have a material adverse effect on Buyer. Stocks are the foundation of nearly every portfolio, and they represent partial ownership in a company. 0000004513 00000 n Today, you will typically not receive a stock certificate when you buy a stock; however, your broker will send you account statements of your portfolio that will list the stocks you own. 0000015308 00000 n Seller shall take all necessary actions, and Buyer shall provide reasonable cooperation in connection with same, in order to effect the delisting of the Seller Shares from the Nasdaq Global Select Market and the termination of Sellers registration under the Exchange Act effective contemporaneously with the Effective Time. The opinion of Sellers Counsel contemplated by Section8.02(c) of this Agreement.

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