SAMPLE REQUEST FOR WAIVER OF RIGHT OF FIRST REFUSAL LETTER DATE REGISTERED MAIL (or certified)
Mr. William E. Griffin Chairman Hudson Valley Holding Corp. 21 Scarsdale Road Yonkers, NY 10707 Or Mr. James J. Landy President & Chief Executive Officer Hudson Valley Holding Corp. (same address as above)
Dear Mr. Griffin/Mr. Landy: I have received an offer to purchase shares of Hudson Valley Holding Corp. stock from me. The details of this offer are as follows and a copy of the offer is attached for your reference: Name: (of person to whom you propose to sell your shares) Address: (of person to whom you propose to sell your shares) Number of Shares: Price per share: Additional terms of the offer: would be willing to sign a Stock Restriction Agreement granting the Company right of first refusal. As this transaction is subject to the right of first refusal of the Corporation, I request your consideration and waiver of the Corporation’s right of first refusal with regard to this transaction. I have enclosed certificates # and registered in the name of along with a completed stock power in order to proceed with this transaction should the Company waive its Right of First Refusal. Thank you for your consideration. Yours sincerely,
Signed by shareholder(s)
SAMPLE OFFER LETTER
To: Name of Holder or Appropriate representative
Dear ----: Please consider this an offer to purchase shares of Hudson Valley Holding Corp. from you as follows: Name: Number of Shares: Price per share: Yours sincerely,