0000950144-07-009582 Sample Contracts

FORM OF INDEMNIFICATION AND INSURANCE MATTERS AGREEMENT
Form of Indemnification and Insurance Matters Agreement • October 25th, 2007 • Synovus Financial Corp • National commercial banks • Georgia

This Indemnification and Insurance Matters Agreement (this “Agreement”) is entered into on _________, 2007 by and between Synovus Financial Corp., a Georgia corporation (“Synovus”), and Total System Services, Inc., a Georgia corporation (“TSYS”). Synovus and TSYS are sometimes individually referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used herein and not otherwise defined in Article IV below shall have the meanings ascribed to such terms in the Distribution Agreement (as defined below).

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FORM OF TAX SHARING AGREEMENT
Form of Tax Sharing Agreement • October 25th, 2007 • Synovus Financial Corp • National commercial banks • Georgia

This TAX SHARING AGREEMENT (this “Agreement”), dated as of __________, 2007, by and among Synovus Financial Corp., a Georgia corporation (“Synovus”), Columbus Bank and Trust Company, a Georgia bank and trust company (“CB&T”), and Total System Services, Inc., a Georgia corporation (“TSYS”).

AGREEMENT AND PLAN OF DISTRIBUTION BY AND AMONG SYNOVUS FINANCIAL CORP., COLUMBUS BANK AND TRUST COMPANY AND TOTAL SYSTEM SERVICES, INC. DATED AS OF OCTOBER 25, 2007
Agreement and Plan of Distribution • October 25th, 2007 • Synovus Financial Corp • National commercial banks • Georgia

This AGREEMENT AND PLAN OF DISTRIBUTION (this “Agreement”), dated as of October 25, 2007, by and among Synovus Financial Corp., a Georgia corporation (“Synovus”), Columbus Bank and Trust Company, a Georgia bank and trust company (“CB&T”), and Total System Services, Inc., a Georgia corporation (“TSYS”). Synovus, CB&T and TSYS are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”

FORM OF MASTER CONFIDENTIAL DISCLOSURE AGREEMENT between SYNOVUS FINANCIAL CORP. and TOTAL SYSTEM SERVICES, INC. Dated [________ __], 2007
Master Confidential Disclosure Agreement • October 25th, 2007 • Synovus Financial Corp • National commercial banks • Georgia

This MASTER CONFIDENTIAL DISCLOSURE AGREEMENT (this “Agreement”), dated as of [ ], 2007, between Synovus Financial Corp., a Georgia corporation (“Synovus”), and Total System Services, Inc., a Georgia corporation (“TSYS”).

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