EXHIBIT 10.29
ASSET PURCHASE AGREEMENT
This ASSET PURCHASE AGREEMENT ("Agreement") is made and effective as of the ____ day of
November, 2000 (the "Effective Date"), by and between TRAVELEX AMERICA, INC., a Delaware
corporation with offices at 1305 Franklin Avenue, Garden City, New York 11530 ("Purchaser"), and
HERITAGE OAKS BANK, a California banking corporation with offices at 545 Twelfth Street, Paso Robles,
California 93446 ("Seller").
W I T N E S S E T H:
WHEREAS, Seller is engaged in the business of providing automated teller machine services for use by the
general public (the "Business"); and
WHEREAS, Seller is the owner of forty-six (46) automated teller machines (collectively, the "ATM Machines,"
and each, an "ATM Machine") which have been installed at various locations and which are individually identified
in EXHIBIT "A" hereto; and
WHEREAS, Seller has agreements with various property owners (the "Property Owners") authorizing Seller to
locate, install, operate and maintain the ATM Machines on the Property Owners' real property (collectively, the
"Location Agreements"), as identified in EXHIBIT "B"; and
WHEREAS, Purchaser desires to purchase and Seller desires to sell specified assets to Purchaser, pursuant to
the terms and conditions of this Agreement;
NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein and for other good
and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree
as follows:
SECTION 1. SALE OF ASSETS; ASSUMPTION OF LIABILITIES.
1.1 PURCHASED ASSETS. Subject to the terms and conditions of this Agreement, Seller agrees to sell,
convey, transfer, assign and deliver to Purchaser, and Purchaser agrees to purchase and accept, on the date of
actual delivery to Purchaser (as described in Section 4), all of Seller's right, title and interest in and to the
following assets of Seller (the "Assets"):
(a) The ATM Machines and surrounds, and the appropriate number of cash ca