AGREEMENT AND PLAN OF MERGER BETWEEN MELLON FINANCIAL CORPORATION, THE BANK OF NEW YORK COMPANY, INC. AND THE BANK OF NEW YORK MELLON CORPORATION DATED DECEMBER 3, 2006, AS AMENDED AND RESTATED AS OF FEBRUARY 23, 2007, AS FURTHER AMENDED AND RESTATED...Agreement and Plan of Merger • July 2nd, 2007 • Bank of New York Mellon CORP • State commercial banks • New York
THIS AGREEMENT AND PLAN OF MERGER dated December 3, 2006, as amended and restated as of February 23, 2007, as further amended and restated as of March 30, 2007 (this “Agreement”), is between MELLON FINANCIAL CORPORATION, a Pennsylvania corporation (“Mellon”), THE BANK OF NEW YORK COMPANY, INC., a New York corporation (“BNY”), and THE BANK OF NEW YORK MELLON CORPORATION, a Delaware corporation (“Newco”).
SUPPLEMENTAL INDENTURE Dated as of June 29, 2007Bank of New York Mellon CORP • July 2nd, 2007 • State commercial banks • New York
This Supplemental Indenture, dated as of June 29, 2007, among The Bank of New York Company, Inc., a corporation duly organized and existing under the laws of the State of New York having its principal executive office at One Wall Street, New York, New York 10286 (the “Company”), The Bank of New York Mellon Corporation, a Delaware corporation (“Newco”), and Manufacturers and Traders Trust Company, a New York banking corporation having its principal office at One M&T Plaza, 7th Floor, Buffalo, New York 14203 (as successor trustee to J.P. Morgan Trust Company, National Association, the “Trustee”).
THIRD SUPPLEMENTAL INDENTURE Dated as of June 29, 2007Bank of New York Mellon CORP • July 2nd, 2007 • State commercial banks • New York
Third Supplemental Indenture, dated as of June 29, 2007, among Mellon Funding Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania having its principal executive office at One Mellon Center, 500 Grant Street, Pittsburgh, Pennsylvania 15258 (the “Company”), Mellon Financial Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania having its principal executive office at One Mellon Center, 500 Grant Street, Pittsburgh, Pennsylvania 15258 (the “Guarantor”), The Bank of New York Mellon Corporation, a Delaware corporation (“Newco”), and Manufacturers and Traders Trust Company, The Bank of New York, a New York banking corporation having its principal office at One M&T Plaza, 5th Floor, Buffalo, New York 14203 (as successor trustee to The Bank of New York, as successor to JP Morgan Chase Bank, National Association, as successor to The Chase Manhattan Bank, National Association, the “Trustee”)
THIRD SUPPLEMENTAL INDENTUREIndenture • July 2nd, 2007 • Bank of New York Mellon CORP • State commercial banks • New York
Third Supplemental Indenture, dated as of June 29, 2007, among Mellon Funding Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania having its principal executive office at One Mellon Center, 500 Grant Street, Pittsburgh, Pennsylvania 15258 (the “Company”), Mellon Financial Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania having its principal executive office at One Mellon Center, 500 Grant Street, Pittsburgh, Pennsylvania 15258 (the “Guarantor”), The Bank of New York Mellon Corporation, a Delaware corporation (“Newco”), and Union Bank of California, National Association (as successor to J.P. Morgan Trust Company, National Association, formerly known as Bank One Trust Company, National Association), a California bank having its principal office at 350 California Street, San Francisco, California 94104, as Trustee (the “Trustee”).
THIRD SUPPLEMENTAL INDENTURE Dated as of June 29, 2007Bank of New York Mellon CORP • July 2nd, 2007 • State commercial banks • New York
This Third Supplemental Indenture, dated as of June 29, 2007, among Mellon Financial Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania having its principal executive office at One Mellon Center, 500 Grant Street, Pittsburgh, Pennsylvania 15258 (the “Company”), The Bank of New York Mellon Corporation, a Delaware corporation (“Newco”), The Bank of New York, a New York banking corporation having its principal executive office at 101 Barclay Street, 8W, New York, New York, 10286, not in its individual capacity but solely as trustee (the “Trustee”) U.S. Bank National Association, not in its individual capacity but solely as series trustee (the “Series C Trustee”), and Manufacturers and Traders Trust Company, a New York banking corporation having its principal office at One M&T Plaza, 7th Floor, Buffalo, New York 14203, not in its individual capacity but solely as series trustee (the “Series L Trustee”).
SUPPLEMENTAL INDENTURE Dated as of June 29, 2007Bank of New York Mellon CORP • July 2nd, 2007 • State commercial banks • New York
This Supplemental Indenture, dated as of June 29, 2007, among The Bank of New York Company, Inc., a corporation duly organized and existing under the laws of the State of New York having its principal executive office at One Wall Street, New York, New York 10286 (the “Company”), The Bank of New York Mellon Corporation, a Delaware corporation (“Newco”), and Manufacturers and Traders Trust Company, a New York banking corporation having its principal office at One M&T Plaza, 7th Floor, Buffalo, New York 14203 (as successor trustee to J.P. Morgan Trust Company, National Association, the “Trustee”).
FIRST SUPPLEMENTAL INDENTURE Dated as of June 29, 2007Bank of New York Mellon CORP • July 2nd, 2007 • State commercial banks • New York
First Supplemental Indenture, dated as of June 29, 2007, among Mellon Funding Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania having its principal executive office at One Mellon Center, 500 Grant Street, Pittsburgh, Pennsylvania 15258 (the “Company”), Mellon Financial Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania having its principal executive office at One Mellon Center, 500 Grant Street, Pittsburgh, Pennsylvania 15258 (the “Guarantor”), The Bank of New York Mellon Corporation, a Delaware corporation (“Newco”), and Manufacturers and Traders Trust Company, a New York banking corporation having its principal office at One M&T Plaza, 7th Floor, Buffalo, New York 14203 (as successor trustee to The Bank of New York, as successor to Wells Fargo Bank, National Association, successor by merger to First Interstate Bank of California, the “Trustee”).
SUPPLEMENTAL INDENTURE Dated as of June 29, 2007Bank of New York Mellon CORP • July 2nd, 2007 • State commercial banks • New York
This Supplemental Indenture, dated as of June 29, 2007, among The Bank of New York Company, Inc., a corporation duly organized and existing under the laws of the State of New York having its principal executive office at One Wall Street, New York, New York 10286 (the “Company”), The Bank of New York Mellon Corporation, a Delaware corporation (“Newco”), and Deutsche Bank Trust Company Americas (f/k/a Bankers Trust Company), a New York banking corporation having its principal office at 60 Wall Street, 27th Floor, New York, New York 10005 (the “Trustee”).
