EXHIBIT B STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of January 25, 1996, by and between Barrington Bancorp, Inc., a Delaware corporation (the "Company"), and First Chicago NBD Corporation, a Delaware corporation ("FCN"). WHEREAS, the...Stock Option Agreement • February 5th, 1996 • First Chicago NBD Corp • National commercial banks • Delaware
Exhibit 4(e)(2) FIRST SUPPLEMENTAL INDENTUREFirst Chicago NBD Corp • February 7th, 1997 • National commercial banks • New York
First Chicago NBD Corporation (a Delaware Corporation)First Chicago NBD Corp • December 28th, 1995 • National commercial banks • New York
Exhibit 99(a) BANK ONE CORPORATION PRO FORMA FINANCIAL INFORMATION On April 10, 1998, First Chicago NBD Corporation (the "Corporation" or "FCNBD") and BANC ONE CORPORATION ("ONE") entered into an Agreement and Plan of Reorganization as subsequently...First Chicago NBD Corp • August 17th, 1998 • National commercial banks
On April 10, 1998, First Chicago NBD Corporation (the "Corporation" or "FCNBD") and BANC ONE CORPORATION ("ONE") entered into an Agreement and Plan of Reorganization as subsequently amended (the "Agreement"), pursuant to which, subject to the conditions and upon the terms stated therein, the Corporation and ONE will each merge into a new company, BANK ONE CORPORATION ("BANK ONE"), which was organized to effect the merger (such mergers, collectively, the "Merger").
ARTICLE II TRUST INDENTURE ACTPreferred Securities Guarantee Agreement • February 7th, 1997 • First Chicago NBD Corp • National commercial banks • New York
EXHIBIT 1(a) FIRST CHICAGO NBD CORPORATION Underwriting Agreement ----------------------First Chicago NBD Corp • December 28th, 1995 • National commercial banks • New York
Exhibit 11 ---------- FIRST SUPPLEMENTAL INDENTURE, dated as of December 1, 1995, between FIRST CHICAGO NBD CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware ("FCNBD"), having its principal offices at One...Indenture • November 21st, 1995 • NBD Bancorp Inc /De/ • National commercial banks • New York
EXHIBIT 4(B) ------------------------------------------------------------------ -------------- ---------------------------------------------------------------- ---------------- FIRST CHICAGO NBD CORPORATION AND FIRST TRUST NATIONAL ASSOCIATION TRUSTEE...Indenture • September 26th, 1997 • First Chicago NBD Corp • National commercial banks • New York
EXHIBIT 10(T). FORM OF INDIVIDUAL EXECUTIVE EMPLOYMENT AGREEMENT Each of the following individuals is a party to an Executive Employment Agreement with the Corporation, the form and terms of which are substantially as attached. Frederick M. Adams, Jr....Employment Agreement • March 27th, 1996 • First Chicago NBD Corp • National commercial banks • Delaware
EXHIBIT 4(A) ------------------------------------------------------------------ -------------- ---------------------------------------------------------------- ---------------- FIRST CHICAGO NBD CORPORATION AND FIRST SECURITY BANK, NATIONAL...Indenture • September 26th, 1997 • First Chicago NBD Corp • National commercial banks • New York
EXHIBIT 10(N) FORM OF INDIVIDUAL EXECUTIVE EMPLOYMENT AGREEMENT Each of the following individuals is a party to an Executive Employment Agreement with the Corporation, the form and terms of which are substantially as attached. Frederick M. Adams, Jr....Employment Agreement • March 27th, 1997 • First Chicago NBD Corp • National commercial banks • Delaware
EXHIBIT 10(M) FORM OF INDIVIDUAL CHANGE OF CONTROL EMPLOYMENT AGREEMENT Each of the following individuals is a party to a Change of Control Employment Agreement with the Corporation, the form and terms of which are substantially as attached. Frederick...Employment Agreement • March 27th, 1997 • First Chicago NBD Corp • National commercial banks • Delaware
TOAmendatory Agreement • March 27th, 1997 • First Chicago NBD Corp • National commercial banks • New York
EXHIBIT 99.1 THE TRANSFER OF THIS AGREEMENT IS SUBJECT TO CERTAIN PROVISIONS CONTAINED HEREIN AND TO RESALE RESTRICTIONS UNDER THE SECURITIES ACT OF 1933, AS AMENDED STOCK OPTION AGREEMENT, dated April 10, 1998, between First Chicago NBD Corporation,...Stock Option Agreement • April 14th, 1998 • First Chicago NBD Corp • National commercial banks • New York
EXHIBIT 10(M). FIRST CHICAGO CORPORATION COMPENSATION AGREEMENT THIS AGREEMENT executed this ________ day of ___________________, l9__, by and between FIRST CHICAGO CORPORATION, a Delaware corporation (hereinafter referred to as "FIRST") and...Compensation Agreement • March 27th, 1996 • First Chicago NBD Corp • National commercial banks
EXHIBIT 99(c)(1) EMPLOYMENT AGREEMENT -------------------- AGREEMENT by and between Roney & Co., a Delaware corporation (the "Company"), and ________________ (the "Employee"), dated as of the ______ day of ____, 1998. In light of the acquisition (the...Pledge Agreement • March 18th, 1998 • First Chicago NBD Corp • National commercial banks • Delaware
EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • April 14th, 1998 • First Chicago NBD Corp • National commercial banks • New York
ARTICLE I. THE MERGERAgreement and Plan of Merger • February 5th, 1996 • First Chicago NBD Corp • National commercial banks • Delaware
EXHIBIT 10(L). THE FIRST NATIONAL BANK OF CHICAGO COMPENSATION AGREEMENT THIS AGREEMENT executed this ________ day of ___________________, l9__, by and between THE FIRST NATIONAL BANK OF CHICAGO, a national banking association (hereinafter referred to...Compensation Agreement • March 27th, 1996 • First Chicago NBD Corp • National commercial banks
EXHIBIT 10(M) [Letterhead of First Chicago NBD Corporation] Timothy P. Moen Executive Vice President Human Resources November 13, 1997 PERSONAL & CONFIDENTIAL ----------------------- Mr. Scott P. Marks, Jr. Vice Chairman First Chicago NBD Corporation...First Chicago NBD Corp • March 27th, 1998 • National commercial banks
EXHIBIT 99(c)(2) EXECUTIVE EMPLOYMENT AGREEMENT ------------------------------ AGREEMENT by and between Roney & Co., a Delaware corporation (the "Company"), and ________________ (the "Executive"), dated as of the ______ day of ____, 1998. In light of...Executive Pledge Agreement • March 18th, 1998 • First Chicago NBD Corp • National commercial banks • Delaware
Exhibit 99(b) November 18, 1997 First Chicago NBD Corporation One First National Plaza Chicago, Illinois 60670 Ladies and Gentlemen: The undersigned understands that Roney and Co., L.L.C. ("Seller"), has entered into an Asset Purchase Agreement...Asset Purchase Agreement • February 27th, 1998 • First Chicago NBD Corp • National commercial banks
The undersigned understands that Roney and Co., L.L.C. ("Seller"), has entered into an Asset Purchase Agreement ("Agreement") with First Chicago NBD Corporation ("Purchaser") providing for, among other things, the purchase (the "Purchase") by Purchaser of the assets and the assumption by Purchaser of the liabilities of Seller. This letter agreement is being executed by me in my capacity as a Member of the Seller and its Executive Committee.
AGREEMENT AND PLAN OF MERGER BETWEEN FIRST CHICAGO CORPORATION AND NBD BANCORP, INC. AS AMENDED ---------------- DATED AS OF JULY 11, 1995 TABLE OF CONTENTS AGREEMENT AND PLAN OF MERGER ARTICLE I The MergerAgreement and Plan of Merger • March 27th, 1996 • First Chicago NBD Corp • National commercial banks • Delaware
EXHIBIT 10(L) FORM OF INDIVIDUAL CHANGE OF CONTROL EMPLOYMENT AGREEMENT Each of the following individuals is a party to a Change of Control Employment Agreement with the Corporation, the form and terms of which are substantially as attached. John W....First Chicago NBD Corp • March 27th, 1998 • National commercial banks • Delaware
Exhibit 99(a) BANC ONE CORPORATION PRO FORMA FINANCIAL INFORMATION On April 10, 1998, First Chicago NBD Corporation (the "Corporation" or "FCNBD") and Banc One Corporation ("ONE") entered into an Agreement and Plan of Reorganization (the "Agreement"),...First Chicago NBD Corp • April 21st, 1998 • National commercial banks
On April 10, 1998, First Chicago NBD Corporation (the "Corporation" or "FCNBD") and Banc One Corporation ("ONE") entered into an Agreement and Plan of Reorganization (the "Agreement"), pursuant to which, subject to the conditions and upon the terms stated therein, the Corporation and ONE will each merge into a new company ("Newco") organized to effect the merger (such mergers, collectively, the "Merger"). Newco will be renamed Banc One Corporation ("Banc One").
