COMMUNITY BANCORP, INC.
NOTICE OF GUARANTEED DELIVERY
OF SHARES OF COMMON STOCK
OFFER TO PURCHASE FOR CASH UP TO 222,222 SHARES
OF ITS COMMON STOCK
(INCLUDING THE ASSOCIATED PREFERRED SHARE PURCHASE RIGHTS)
AT A PURCHASE PRICE OF $13.50
NOT VALID UNLESS SIGNED BY AN ELIGIBLE INSTITUTION
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This form or a facsimile copy of it must be used to accept the offer (as
defined below) if:
(a) certificates for common stock, par value $2.50 per share
(the "Shares"), including the associated Rights (as defined
herein), of Community Bancorp, Inc., a Massachusetts
corporation, (the "Company"), are not immediately
available; or
(b) time will not permit the Letter of Transmittal or other
required documents to reach the Company before the
Expiration Date (as defined in Section 1 of the Offer to
Purchase, as defined below).
This form or a facsimile of it, signed and properly completed, may be
delivered by hand, mail, telegram or facsimile transmission to the
Company by the Expiration Date. See Section 3 of the Offer to Purchase.
TO: COMMUNITY BANCORP, INC.
By Mail, Hand or Overnight Delivery:
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Community Bancorp, Inc.
17 Pope Street
Hudson, MA 01749
(978) 568-8321
By Facsimile Transmission:
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Community Bancorp, Inc.
Attention: Joy Pare
(978) 562-7129
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN THAT SHOWN ABOVE OR
TRANSMISSION OF INSTRUCTIONS TO A FACSIMILE NUMBER OTHER THAN THAT
LISTED ABOVE DOES NOT CONSTITUTE A VALID DELIVER.
Ladies and Gentlemen:
The undersigned hereby tenders to Community Bancorp, Inc., at the
Purchase Price, net to the seller in cash, upon the terms and subject to
the conditions set forth in the Offer to Purchase, dated October 1, 2002
(the "Offer to Purchase"), and the related Letter of Transmittal (which
together with the Offer to Purchase constitute the "Offer"), receipt of
which is hereby acknowledged, Shares of common stock, par value $2.50
per Share (including the associated Preferred Share Purchase Rights [the
"Rights"], the "Shares"), pursuant to the guaranteed delivery procedure
set forth in Section 3 of the Offer to Purchase. Unless the Rights
become exercisable or separately tradeable prior to the Expiration Date,
a tender of Shares will also constitute a tender of the associated
Rights. Unless the context requires otherwise, all references herein to
Shares include the associated Rights.
ODD LOTS
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To be completed only if Shares are being tendered by or on behalf of a
person owning beneficially, as of the close of business on September 30,
2002, and who continues to own beneficially as of the Expiration Date,
an aggregate of fewer than 100 Shares.
The undersigned either (check one):
[ ] was the beneficial owner, as of the close of business on
September 30, 2002, of an aggregate of fewer than 100 Shares all
of which are being tendered, or
[ ] is a broker, dealer, commercial bank, trust company or other
nominee which;
(a) is tendering, for the beneficial owners thereof, Shares
with respect to which it is the record owner, and
(b) believes, based upon representations made to it by such
beneficial owners, that each such person was the beneficial
owner, as of the close of business on September 30, 2002 of an
aggregate of fewer than 100 Shares and is tendering all of
such Shares.
Certificate Nos.: ___________________________
PLEASE TYPE OR PRINT
Name(s): ________________________________
________________________________
Address(es): ________________________________
________________________________
________________________________
Area Code and Telephone Number: ____________________________
Sign Here: __________________________________
Dated: ________________________________, 2002
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GUARANTEE
(Not to be used for signature guarantee)
The undersigned, a member firm of a registered national securities
exchange, a member of the National Association of Securities Dealers,
Inc., or a commercial bank or trust company having an office or
correspondent in the United States (each, an "Eligible Institution"),
hereby (i) represents that the undersigned has a net long position in
Shares or equivalent securities within the meaning of Rule 14e-4
promulgated under the Securities Exchange Act of 1934, as amended, at
least equal to the Shares tendered, (ii) represents that such tender of
Shares complies with Rule 14e-4, and (iii) guarantees that the
certificates representing the Shares tendered hereby in proper form for
transfer (pursuant to the procedures set forth in Section 3 of the Offer
to Purchase), together with a properly completed and duly executed
Letter of Transmittal (or facsimile thereof) with any required signature
guarantee and any other documents required by the Letter of Transmittal,
will be received by the Company at its address set forth above within
five business days after the date of execution hereof.
Name of Firm: _______________________________
Address: ____________________________________
____________________________________
____________________________________
Area Code and Telephone Number: ___________________________
AUTHORIZED SIGNATURE
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Name: ______________________________________
Title: _____________________________________
Dated: _______________________________, 2002
DO NOT SEND SHARE CERTIFICATES WITH THIS NOTICE. SHARE CERTIFICATES
SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.
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