EX-10.6
from 425
42 pages
Certain Confidential Information Contained in This Document, Marked by Brackets, Has Been Excluded Because It Is Not Material and Would Be Competitively Harmful if Publicly Disclosed. Amended and Restated Insured Deposit Account Agreement by and Among Td Bank USA, National Association, Td Bank, National Association, and the Charles Schwab Corporation November 24, 2019
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EX-10.4
from 425
6 pages
Reference Is Made to the Agreement and Plan of Merger (The “Merger Agreement”), Dated as of November 24, 2019, by and Among Td Ameritrade Holding Corporation (“Td Ameritrade”), the Charles Schwab Corporation (“Schwab”) and Americano Acquisition Corp. the Toronto-Dominion Bank (“Td Bank”), Td Ameritrade and Schwab Hereby Agree as Follows: 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein Shall Have the Meanings Ascribed Thereto in the Merger Agreement in Effect on the Date Hereof. 2. Closing. Td Ameritrade and Schwab Each Agree That They Shall Not Consummate the Merger Unless and Until the Following Conditions Have Been Satisfied (Or, to the Extent Permitted by Applicable Law, Waived by Td Bank): (A) Td Bank Shall Have Received All Necessary Approvals From the Federal Reserve Board for the Acquisition of the Shares of Parent Common Stock That Are to Be Issued to Td Bank in the Merger Pursuant to the Merger Agreement, Without the Imposition of Any Burdensome Conditions (As Defined Below)
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EX-10.2
from 8-K
6 pages
Reference Is Made to the Agreement and Plan of Merger (The “Merger Agreement”), Dated as of November 24, 2019, by and Among TD Ameritrade Holding Corporation (“Td Ameritrade”), the Charles Schwab Corporation (“Schwab”) and Americano Acquisition Corp. the Toronto-Dominion Bank (“Td Bank”), Td Ameritrade and Schwab Hereby Agree as Follows: 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein Shall Have the Meanings Ascribed Thereto in the Merger Agreement in Effect on the Date Hereof. 2. Closing. Td Ameritrade and Schwab Each Agree That They Shall Not Consummate the Merger Unless and Until the Following Conditions Have Been Satisfied (Or, to the Extent Permitted by Applicable Law, Waived by Td Bank): (A) Td Bank Shall Have Received All Necessary Approvals From the Federal Reserve Board for the Acquisition of the Shares of Parent Common Stock That Are to Be Issued to Td Bank in the Merger Pursuant to the Merger Agreement, Without the Imposition of Any Burdensome Conditions (As Defined Below)
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EX-10.2
from 425
6 pages
Reference Is Made to the Agreement and Plan of Merger (The “Merger Agreement”), Dated as of November 24, 2019, by and Among Td Ameritrade Holding Corporation (“Td Ameritrade”), the Charles Schwab Corporation (“Schwab”) and Americano Acquisition Corp. the Toronto-Dominion Bank (“Td Bank”), Td Ameritrade and Schwab Hereby Agree as Follows: 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein Shall Have the Meanings Ascribed Thereto in the Merger Agreement in Effect on the Date Hereof. 2. Closing. Td Ameritrade and Schwab Each Agree That They Shall Not Consummate the Merger Unless and Until the Following Conditions Have Been Satisfied (Or, to the Extent Permitted by Applicable Law, Waived by Td Bank): (A) Td Bank Shall Have Received All Necessary Approvals From the Federal Reserve Board for the Acquisition of the Shares of Parent Common Stock That Are to Be Issued to Td Bank in the Merger Pursuant to the Merger Agreement, Without the Imposition of Any Burdensome Conditions (As Defined Below)
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EX-10.2
from 10-Q
5 pages
At Scottrade Financial Services, Inc. (“Scottrade” And, Together With Its Subsidiaries, the “Company”), We Recognize That Our Most Valuable Assets Are Our Employees and That Our Employees Are Essential to Our Past and Future Success. I Am Writing You This Letter to Assure You That You Are a Highly Valued Employee and That We Are Looking Forward to Your Continued Contributions in Anticipation of the Possible Sale of the Company. to Motivate You to Continue Your High Level of Commitment to the Company and to Maintain Continuity Through the Sale Process and Thereafter, You Have Been Selected to Be Eligible to Receive Special Minimum Vesting of Your Sar Award (As Defined Below) and Other Benefits in Accordance With the Terms of This Letter. 1.sar Vesting and Acknowledgement and Additional Benefits
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