Webster Preferred Capital Corp Sample Contracts

Webster Preferred Capital Corp – NOTICE OF FULL REDEMPTION WEBSTER PREFERRED CAPITAL CORPORATION SERIES B 8.625% CUMULATIVE REDEEMABLE PREFERRED STOCK (LIQUIDATION AMOUNT $10.00 PER SHARE) (November 14th, 2011)

NOTICE HEREBY IS GIVEN that Webster Preferred Capital Corporation (the “Company”) has elected to exercise its right under Section 5 and other applicable provisions of the Certificate of Amendment Rights and Preferences of the Series B 8.625% Cumulative Redeemable Preferred Stock, dated as of December 23, 1997, to redeem all of the outstanding Series B 8.625% Cumulative Redeemable Preferred Stock, par value $1.00 per share (the “Series B Preferred Shares”), of the Company on December 15, 2011 (the “Redemption Date”), at a redemption price of $10.00 per share, plus accrued and unpaid dividends of $0.14375 per Series B Preferred Share for the period from October 16, 2011 to and including the Redemption Date (the “Redemption Price”), such that the total Redemption Price per Series B Preferred Share will be equal to $10.14375.

Webster Preferred Capital Corp – BY-LAWS OF WEBSTER PREFERRED CAPITAL CORPORATION (November 9th, 2007)
Webster Preferred Capital Corp – AMENDED AND RESTATED MASTER SERVICE AGREEMENT (August 8th, 2006)

This Amended and Restated Master Service Agreement is made as of March 31, 2006 (the “Agreement”) between Webster Bank, National Association (the “Servicer”), a national banking association, and Webster Preferred Capital Corporation, a corporation organized under the laws of Connecticut (the “Customer”).

Webster Preferred Capital Corp – AMENDED AND RESTATED ADVISORY SERVICE AGREEMENT (August 8th, 2006)

This Amended and Restated Advisory Service Agreement (“Agreement”) is made as of this 31st day of March, 2006, by and between Webster Bank, National Association (the “Advisor”), a national banking association, and Webster Preferred Capital Corporation (“WPCC”), a Connecticut corporation, both in Waterbury, Connecticut.

Webster Preferred Capital Corp – ADVISORY SERVICE AGREEMENT (March 31st, 1998)

Exhibit 10.3 ADVISORY SERVICE AGREEMENT This Advisory Service Agreement ("Agreement") is made as of this 20th day of October 1997, by and between Webster Bank (the "Advisor"), a federal savings bank with an office located at Waterbury, CT and Webster Preferred Capital Corporation ("WPCC"), a Connecticut corporation with an office located at Waterbury, CT. WITNESSETH THAT: WHEREAS, WPCC intends to qualify as a "real estate investment trust" ("REIT") under the Internal Revenue Code of 1986, as amended (the "Code"); WHEREAS, WPCC desires to obtain from the Advisor various advisory and management services to avail itself of the experience and assistance of the Advisor and to have the Advisor undertake, on WPCC's behalf, the duties and responsibilities hereinafter set forth, subject to the control and

Webster Preferred Capital Corp – CERTIFICATE OF AMENDMENT CREATING AND ESTABLISHING THE SHARES FILED WITH THE (December 15th, 1997)

EXHIBIT 4.2 Number Cusip No. Shares SERIES B __% CUMULATIVE REDEEMABLE PREFERRED SHARES TRANSFER OF THE SHARES IS SUBJECT TO THE RESTRICTIONS SPECIFIED IN THE CERTIFICATE OF AMENDMENT CREATING AND ESTABLISHING THE SHARES FILED WITH THE SECRETARY OF STATE OF THE STATE OF CONNECTICUT AND IN EACH PURCHASER'S LETTER, A COPY OF WHICH IS FILED WITH THE SECRETARY OF THE CORPORATION AND ITS TRANSFER AGENT AND MAY BE EXAMINED AT THE OFFICE OF THE CORPORATION OR ITS TRANSFER AGENT. WEBSTER PREFERRED CAPITAL CORPORATION INCORPORATED UNDER THE LAWS OF THE STATE OF CONNECTICUT THIS CERTIFIES THAT is registered as the holder of ______ fully paid and non-assessable registered shares of Series B __% Cumulative Redeemable Preferred Shares, par value $1.00 per share (the "Shares") of Webst

Webster Preferred Capital Corp – ADVISORY SERVICE AGREEMENT (December 15th, 1997)

EXHIBIT 10.3 ADVISORY SERVICE AGREEMENT This Advisory Service Agreement ("Agreement") is made as of this 20th day of October 1997, by and between Webster Bank (the "Advisor"), a federal savings bank with an office located at Waterbury, CT and Webster Preferred Capital Corporation ("WPCC"), a Connecticut corporation with an office located at Waterbury, CT. WITNESSETH THAT: WHEREAS, WPCC intends to qualify as a "real estate investment trust" ("REIT") under the Internal Revenue Code of 1986, as amended (the "Code"); WHEREAS, WPCC desires to obtain from the Advisor various advisory and management services to avail itself of the experience and assistance of the Advisor and to have the Advisor undertake, on WPCC's behalf, the duties and responsibilities hereinafter set forth, subject to the control and

Webster Preferred Capital Corp – CERTIFICATE OF AMENDMENT CREATING AND ESTABLISHING THE SHARES FILED WITH THE (December 15th, 1997)

EXHIBIT 4.1 Number Cusip No. Shares SERIES A __% CUMULATIVE REDEEMABLE PREFERRED SHARES TRANSFER OF THE SHARES IS SUBJECT TO THE RESTRICTIONS SPECIFIED IN THE CERTIFICATE OF AMENDMENT CREATING AND ESTABLISHING THE SHARES FILED WITH THE SECRETARY OF STATE OF THE STATE OF CONNECTICUT AND IN EACH PURCHASER'S LETTER, A COPY OF WHICH IS FILED WITH THE SECRETARY OF THE CORPORATION AND ITS TRANSFER AGENT AND MAY BE EXAMINED AT THE OFFICE OF THE CORPORATION OR ITS TRANSFER AGENT. WEBSTER PREFERRED CAPITAL CORPORATION INCORPORATED UNDER THE LAWS OF THE STATE OF CONNECTICUT THIS CERTIFIES THAT is registered as the holder of____ fully paid and non-assessable registered shares of Series A __% Cumulative Redeemable Preferred Shares, par value $1.00 per share (the "Shares") of Webst

Webster Preferred Capital Corp – MASTER SERVICE AGREEMENT (October 24th, 1997)

EXHIBIT 10.2 ------------ MASTER SERVICE AGREEMENT Master Service Agreement dated March 17, 1997 (the "Agreement") between Webster Bank (the "Servicer") and Webster Preferred Capital Corporation, a corporation organized under the laws of Connecticut (the "Customer"). WHEREAS, the Servicer desires to provide and the Customer desires to receive certain services (the "Services" or individually a "Service") including, but not limited to, the following: (1) data processing services as described in Exhibit A annexed hereto, including the preparation of reports and other back office operations support services as necessary to provide said data processing services; (2) loan servicing for all mortgage loans held by the Customer as described in Exhibit B annexed hereto:

Webster Preferred Capital Corp – MORTGAGE ASSIGNMENT AGREEMENT (October 24th, 1997)

EXHIBIT 10.1 ------------ MORTGAGE ASSIGNMENT AGREEMENT THIS MORTGAGE ASSIGNMENT AGREEMENT ("Agreement") is made as of March 17, 1997 by and between Webster Bank ("Assignor"), a federal savings bank, and Webster Preferred Capital Corporation ("Assignee"), a Connecticut corporation and an operating subsidiary of Assignor. WITNESSETH: WHEREAS, Assignor is presently the holder of a portfolio of residential mortgage loans that includes certain promissory notes (the "Promissory Notes") secured by first mortgages and deeds of trust (the "Mortgages") on residential properties (the "Mortgage Portfolio"); and WHEREAS, Assignor has agreed to transfer, convey and assign to Assignee all of its right, title and interest in and to the Mortgage Portfolio