Upson Bankshares Inc Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • November 15th, 2004 • Southcrest Financial Group Inc • National commercial banks • Georgia

THIS EMPLOYMENT AGREEMENT (“Agreement”), made and entered into as of September 29, 2004 by and among Larry T. Kuglar, a resident of the State of Georgia (“Employee”), First Polk Bankshares, Inc., a Georgia corporation (“Polk”) and The First National Bank of Polk County, a financial institution organized under the laws of the United States of America (“Bank”) and a wholly-owned subsidiary of Polk.

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FIRST AMENDMENT TO THE BANK OF UPSON EXECUTIVE SALARY CONTINUATION AGREEMENT
Executive Salary Continuation Agreement • April 3rd, 2009 • Southcrest Financial Group Inc • National commercial banks

This FIRST AMENDMENT is made and entered into on the 11th day of December, 2008, by and between Bank of Upson (the “Bank”), a bank organized and existing under the laws of the State of Georgia, and Douglas Hertha, an executive of the Bank (the “Officer”).

OFFICER SALARY CONTINUATION AGREEMENT
Officer Salary Continuation Agreement • April 2nd, 2007 • Southcrest Financial Group Inc • National commercial banks • Georgia

THIS AGREEMENT, made and entered into this 30th day of March, 2007, by and between Bank of Upson, a bank organized and existing under the laws of the State of Georgia (hereinafter referred to as the “Bank”), and Douglas J. Hertha, an Officer of the Bank (hereinafter referred to as the “Officer”), a member of a select group of management employees of the Bank.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • April 3rd, 2009 • Southcrest Financial Group Inc • National commercial banks

THIS AMENDMENT (“Amendment”), made and entered into as of December 9, 2008 (the “Effective Date”) by and among Larry T. Kuglar, a resident of the State of Georgia (“Employee”), SouthCrest Financial Group, Inc. (f/k/a Upson Bankshares, Inc. which was f/k/a First Polk Bankshares, Inc.), a Georgia corporation (“SouthCrest”), and The First National Bank of Polk County, a national banking association (“Bank”) (collectively, SouthCrest and Bank are the “Employer”).

EXECUTIVE SALARY CONTINUATION AGREEMENT THAT SUPERSEDES AND REPLACES THE EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN EXECUTIVE AGREEMENT EFFECTIVE FEBRUARY 2, 2000
Executive Salary Continuation Agreement • April 2nd, 2007 • Southcrest Financial Group Inc • National commercial banks • Georgia

THIS AGREEMENT, made and entered into this 20th day of February, 2007, by and between The First National Bank of Polk County, a bank organized and existing under the laws of the United States of America (hereinafter referred to as the “Bank”), and Larry T. Kuglar, an Executive of the Bank (hereinafter referred to as the “Executive”), a member of a select group of management and highly compensated employees of the Bank.

JOINT BENEFICIARY DESIGNATION AGREEMENT
Joint Beneficiary Designation Agreement • March 31st, 2008 • Southcrest Financial Group Inc • National commercial banks • Georgia

The respective rights and duties of the Bank and the Insured in the above-referenced policy shall be pursuant to the terms set forth below:

EXECUTIVE SALARY CONTINUATION AGREEMENT THAT SUPERSEDES AND REPLACES THE EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN EXECUTIVE AGREEMENT DATED SEPTEMBER 26, 2002
Executive Salary Continuation Agreement • November 6th, 2006 • Southcrest Financial Group Inc • National commercial banks • Alabama

THIS AGREEMENT, made and entered into this _______ day of ____________, 2006, by and between Peachtree Bank, a bank organized and existing under the laws of the State of Alabama (hereinafter referred to as the “Bank”), and Harvey N. Clapp, an Executive of the Bank (hereinafter referred to as the “Executive”).

United States Department of the Treasury Washington, D.C. 20220
Securities Purchase Agreement • July 22nd, 2009 • Southcrest Financial Group Inc • National commercial banks

Reference is made to that certain Letter Agreement incorporating the Securities Purchase Agreement – Standard Terms dated of as of the date of this letter agreement (the “Securities Purchase Agreement”) between United States Department of Treasury (“Investor”) and the company named on the signature page hereto (the “Company”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Securities Purchase Agreement.

AGREEMENT AND PLAN OF MERGER
Merger Agreement • August 16th, 2006 • Southcrest Financial Group Inc • National commercial banks • Georgia

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of August 11, 2006, by and between Maplesville Bancorp (“Maplesville”), a corporation organized and existing under the laws of the State of Alabama, and SouthCrest Financial Group, Inc. (“SouthCrest”), a corporation organized and existing under the laws of the State of Georgia.

EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN AGREEMENT
Executive Supplemental Retirement Plan Agreement • February 13th, 2004 • Upson Bankshares Inc • Georgia

This Agreement, made and entered into this 2” day of June, 1998, by and between the Bank of Upson, a Bank organized and existing under the laws of the State of Georgia hereinafter referred to as ‘the Bank”, and Daniel W. Brinks, a Key Employee and the Officer of the Bank, hereinafter referred to as “the Officer”.

EMPLOYMENT AGREEMENT
Employment Agreement • November 6th, 2006 • Southcrest Financial Group Inc • National commercial banks • Alabama

THIS EMPLOYMENT AGREEMENT (“Agreement”), made and entered into as of October 31, 2006 (the “Effective Date”) by and between Harvey Clapp, a resident of the State of Alabama (“Employee”), and Peachtree Bank, an Alabama bank (“Employer”).

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • April 3rd, 2009 • Southcrest Financial Group Inc • National commercial banks

THIS FIRST AMENDMENT (“First Amendment”), made and entered into as of December 16, 2008 by and between Harvey Clapp, a resident of the State of Alabama (“Employee”), and Peachtree Bank, an Alabama bank (“Employer”).

JOINT BENEFICIARY DESIGNATION AGREEMENT
Joint Beneficiary Designation Agreement • April 2nd, 2007 • Southcrest Financial Group Inc • National commercial banks • Georgia

The respective rights and duties of the Bank and the Insured in the above-referenced policy shall be pursuant to the terms set forth below:

AMENDMENT TO THE PEACHTREE BANK EXECUTIVE SALARY CONTINUATION AGREEMENT
Executive Salary Continuation Agreement • April 3rd, 2009 • Southcrest Financial Group Inc • National commercial banks

This AMENDMENT is made and entered into on the 16 day of December, 2008, by and between Peachtree Bank (the “Bank”), a bank organized and existing under the laws of the State of Alabama, and Harvey Clapp, an executive of the Bank (the “Executive”).

United States Department of the Treasury Washington, D.C. 20220 July 17, 2009
Securities Purchase Agreement • July 22nd, 2009 • Southcrest Financial Group Inc • National commercial banks

Reference is made to that certain Letter Agreement incorporating the Securities Purchase Agreement – Standard Terms dated of as of the date of this letter agreement (the “Securities Purchase Agreement”) between United States Department of Treasury (“Investor”) and the company named on the signature page hereto (the “Company”). Investor and the Company desire to amend the Securities Purchase Agreement as follows:

OFFICER SALARY CONTINUATION AGREEMENT
Officer Salary Continuation Agreement • March 31st, 2008 • Southcrest Financial Group Inc • National commercial banks • Georgia

THIS AGREEMENT, made and entered into this 20th day of June, 2007, by and between Bank of Upson, a bank organized and existing under the laws of the State of Georgia (hereinafter referred to as the “Bank”), and Trae D. Dorough, an Officer of the Bank (hereinafter referred to as the “Officer”), a member of a select group of management employees of the Bank.

AMENDED AND RESTATED LIFE INSURANCE ENDORSEMENT METHOD SPLIT DOLLAR AGREEMENT
Life Insurance Endorsement Method Split Dollar Agreement • April 2nd, 2007 • Southcrest Financial Group Inc • National commercial banks • Georgia

The Bank and the Officer are parties to a Life Insurance Endorsement Method Split Dollar Plan Agreement dated the 2nd day of June, 1998 that provides for the payment of certain benefits. This Amended and Restated Life Insurance Endorsement Method Split Dollar Plan Agreement dated March 28, 2006 and the benefits provided hereunder shall amend and restate the existing Life Insurance Endorsement Method Split Dollar Plan Agreement dated June 2, 1998 and the benefits provided thereby;

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • April 3rd, 2009 • Southcrest Financial Group Inc • National commercial banks

THIS AMENDMENT (“Amendment”), made and entered into as of December 11th, 2008 (the “Effective Date”) by and between Douglas J. Hertha, a resident of the State of Georgia (“Employee”), and SouthCrest Financial Group, Inc., a Georgia corporation (“Employer”).

AGREEMENT AND PLAN OF SHARE EXCHANGE BY AND BETWEEN BANK OF CHICKAMAUGA AND SOUTHCREST FINANCIAL GROUP, INC.
Share Exchange Agreement • February 27th, 2007 • Southcrest Financial Group Inc • National commercial banks • Georgia

THIS AGREEMENT AND PLAN OF SHARE EXCHANGE (this “Agreement”) is made and entered into as of February 23, 2007, by and between Bank of Chickamauga (“Chickamauga”), a bank organized and existing under the laws of the State of Georgia, and SouthCrest Financial Group, Inc. (“SouthCrest”), a corporation organized and existing under the laws of the State of Georgia.

FIRST AMENDMENT TO THE FIRST NATIONAL BANK OF POLK COUNTY EXECUTIVE SALARY CONTINUATION AGREEMENT
Executive Salary Continuation Agreement • April 3rd, 2009 • Southcrest Financial Group Inc • National commercial banks

This FIRST AMENDMENT is made and entered into on the 9th day of December, 2008, by and between The First National Bank of Polk County (the “Bank”), a national banking association, and Larry T. Kuglar, an executive of the Bank (the “Executive”).

EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2008 • Southcrest Financial Group Inc • National commercial banks • Georgia

THIS EMPLOYMENT AGREEMENT (“Agreement”), made and entered into as of January 3, 2008 (the “Effective Date”) by and between Trae Dorough, a resident of the State of Georgia (“Employee”), and SouthCrest Financial Group, Inc., a Georgia corporation (“Employer”).

LIFE INSURANCE ENDORSEMENT METHOD SPLIT DOLLAR PLAN AGREEMENT
Endorsement Method Split Dollar Plan Agreement • April 2nd, 2007 • Southcrest Financial Group Inc • National commercial banks • Georgia

The respective rights and duties of the Bank and the Insured in the above-referenced policy shall be pursuant to the terms set forth below:

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EMPLOYMENT AGREEMENT
Employment Agreement • February 15th, 2005 • Southcrest Financial Group Inc • National commercial banks • Georgia

THIS EMPLOYMENT AGREEMENT (“Agreement”), made and entered into as of February 10, 2005 (the “Effective Date”) by and between Douglas J. Hertha, a resident of the State of Georgia (“Employee”), and SouthCrest Financial Group, Inc., a Georgia corporation (“Employer”).

LEASE CONTRACT, DATED SEPTEMBER 14, 1993, BETWEEN TRUITT A. MALLORY AND BANK OF UPSON LEASE CONTRACT FOR CITY PROPERTY
Lease Agreement • February 13th, 2004 • Upson Bankshares Inc

THIS AGREEMENT, made and entered into this 14th day of September, 1993, between TRUITT A. MALLORY, of the First Part, hereinafter called Lessor, and BANK OF UPSON of the Second Part, hereafter called Lessee. (It is mutually agreed by both parties hereto, where either is mentioned herein, that same refers to their heirs, executors, administrators, successors or assigns, who are fully and completely bound by the covenants as the parties hereto).

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