0001354488-16-007773 Sample Contracts

GUARANTEE AGREEMENT
Guarantee Agreement • June 10th, 2016 • Paragon Commercial CORP • State commercial banks • New York

This GUARANTEE AGREEMENT (the “Guarantee”), dated as of May 18, 2004, is executed and delivered by Paragon Commercial Corporation, incorporated in North Carolina (the “Guarantor”), and JPMorgan Chase Bank, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of Paragon Commercial Capital Trust I, a Delaware statutory trust (the “Issuer”).

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AMENDED AND RESTATED TRUST AGREEMENT among PARAGON COMMERCIAL CORPORATION as Depositor WILMINGTON TRUST COMPANY as Property Trustee and THE ADMINISTRATIVE TRUSTEES NAMED HEREIN as Administrative Trustees Dated as of May 30, 2006 PARAGON COMMERCIAL...
Trust Agreement • June 10th, 2016 • Paragon Commercial CORP • State commercial banks • Delaware

AMENDED AND RESTATED TRUST AGREEMENT, dated as of May 30, 2006, among (i) Paragon Commercial Corporation, a North Carolina corporation (including any successors or permitted assigns, the “Depositor”), (ii) Wilmington Trust Company, a Delaware banking corporation, as property trustee (in such capacity, the “Property Trustee”), (iii) Wilmington Trust Company, a Delaware banking corporation, as Delaware trustee (in such capacity, the “Delaware Trustee”), (iv) Robert C. Hatley, an individual, and Steven E. Crouse, an individual, each of whose address is c/o Paragon Commercial Corporation, 3605 Glenwood Avenue, Suite 100, Raleigh, North Carolina 27612, as administrative trustees (in such capacities, each an “Administrative Trustee” and, collectively, the “Administrative Trustees” and, together with the Property Trustee and the Delaware Trustee, the “Trustees”) and (v) the several Holders, as hereinafter defined.

GUARANTEE AGREEMENT between PARAGON COMMERCIAL CORPORATION As Guarantor, and WILMINGTON TRUST COMPANY, As Guarantee Trustee Dated as of May 30, 2006 PARAGON COMMERCIAL CAPITAL TRUST II
Guarantee Agreement • June 10th, 2016 • Paragon Commercial CORP • State commercial banks • New York

GUARANTEE AGREEMENT, dated as of May 30, 2006, executed and delivered by PARAGON COMMERCIAL CORPORATION, a North Carolina corporation (the “Guarantor”) having its principal office at 3605 Glenwood Avenue, Suite 100, Raleigh, North Carolina 27612, and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (in such capacity, the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of Paragon Commercial Capital Trust II, a Delaware statutory trust (the “Issuer”).

Shares PARAGON COMMERCIAL CORPORATION Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • June 10th, 2016 • Paragon Commercial CORP • State commercial banks • Florida
JUNIOR SUBORDINATED INDENTURE between PARAGON COMMERCIAL CORPORATION and WILMINGTON TRUST COMPANY as Trustee Dated as of May 30, 2006
Indenture • June 10th, 2016 • Paragon Commercial CORP • State commercial banks • New York

WHEREAS, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of its unsecured junior subordinated deferrable interest notes (the “Securities”) issued to evidence loans made to the Company of the proceeds from the issuance by Paragon Commercial Capital Trust II, a Delaware statutory trust (the “Trust”), of undivided preferred beneficial interests in the assets of the Trust (the “Preferred Securities”) and undivided common beneficial interests in the assets of the Trust (the “Common Securities” and, collectively with the Preferred Securities, the “Trust Securities”), and to provide the terms and conditions upon which the Securities are to be authenticated, issued and delivered; and

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