GUARANTEE AGREEMENT by and between BANK OF WILMINGTON CORPORATION and WILMINGTON TRUST COMPANY Dated as of October 4, 2005Guarantee Agreement • October 11th, 2005 • Bank of Wilmington CORP • National commercial banks • New York
This GUARANTEE AGREEMENT (this “Guarantee”), dated as of October 4, 2005, is executed and delivered by Bank of Wilmington Corporation, a North Carolina corporation (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of BKWW Statutory Trust I, a Delaware statutory trust (the “Issuer”).
AMENDED EMPLOYMENT AGREEMENTEmployment Agreement • November 28th, 2006 • Cape Fear Bank CORP • National commercial banks • North Carolina
This AMENDED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective as of this 22nd day of November, 2006, by and among Cape Fear Bank Corporation, a North Carolina corporation formerly known as Bank of Wilmington Corporation (the “Corporation”), Cape Fear Bank, formerly known as Bank of Wilmington, a bank chartered under North Carolina law and a wholly owned subsidiary of the Corporation (the “Bank”), and John Cameron Coburn, Chairman, President, and Chief Executive Officer of the Corporation and the Bank (the “Executive”). The Corporation and the Bank are referred to in this Agreement individually and together as the “Employer.”
BANK OF WILMINGTON DIRECTOR ELECTIVE INCOME DEFERRAL AGREEMENTDirector Elective Income Deferral Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
This DIRECTOR ELECTIVE INCOME DEFERRAL AGREEMENT (this “Agreement”) is made as of this 16th day of December, 2004, by and among Bank of Wilmington, a bank chartered under North Carolina law (the “Bank”), and WINDELL DANIELS (the “Director”).
CAPE FEAR BANK DIRECTOR ELECTIVE INCOME DEFERRAL AGREEMENTDirector Elective Income Deferral Agreement • November 28th, 2006 • Cape Fear Bank CORP • National commercial banks • North Carolina
This DIRECTOR ELECTIVE INCOME DEFERRAL AGREEMENT (this “Agreement”) is entered into as of this 22nd day of November, 2006, by and among Cape Fear Bank, formerly known as Bank of Wilmington, a bank chartered under North Carolina law (the “Bank”), and Jerry D. Sellers, a non-employee director of the Bank (the “Director”).
SEVERANCE AGREEMENTSeverance Agreement • March 30th, 2007 • Cape Fear Bank CORP • National commercial banks • North Carolina
This SEVERANCE AGREEMENT is entered into as of this 11th day of January , 2007, by and among Cape Fear Bank Corporation, a North Carolina corporation (the “Corporation”), Cape Fear Bank, a North Carolina bank, and R. James MacLaren, Senior Vice President of the Corporation and Credit Administrator and Senior Vice President of Cape Fear Bank (the “Executive”).
BANK OF WILMINGTON ENDORSEMENT SPLIT DOLLAR AGREEMENTEndorsement Split Dollar Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
THIS ENDORSEMENT SPLIT DOLLAR AGREEMENT (this “Agreement”) is entered into as of this 23rd day of June, 2005 by and between Bank of Wilmington, a North Carolina-chartered commercial bank (the “Bank”), and John Cameron Coburn, its President and Chief Executive Officer (the “Executive”). This Agreement shall append the Split Dollar Policy Endorsement entered into on even date herewith or as subsequently amended, by and between the aforementioned parties.
EMPLOYMENT AGREEMENTEmployment Agreement • January 13th, 2009 • Cape Fear Bank CORP • National commercial banks • North Carolina
THIS AGREEMENT is entered into effective January 1, 2009, by and between CAPE FEAR BANK, a North Carolina banking corporation (hereinafter referred to as the “Bank”) and LYNN M. BURNEY. Norris of Wilmington, North Carolina (hereinafter referred to as the “Officer”).
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
THIS CHANGE OF CONTROL AGREEMENT (hereinafter referred to as this “Agreement”) is entered into as of March 22, 1999, by and between BANK OF WILMINGTON, Wilmington, North Carolina (“BOW”) and LYNN M. BURNEY (“Officer”).
BANK OF WILMINGTON SALARY CONTINUATION AGREEMENTSalary Continuation Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
THIS SALARY CONTINUATION AGREEMENT (this “Agreement”) is made and entered into as of this 23rd day of June, 2005, by and between Bank of Wilmington, a bank chartered under North Carolina law (the “Bank”), and Lynn M. Burney, its Senior Vice President and Chief Operations Officer (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
This EMPLOYMENT AGREEMENT is entered into effective as of this 23rdday of June, 2005, by and between Bank of Wilmington, a bank chartered under North Carolina law (the “Bank”), and John Cameron Coburn, its President and Chief Executive Officer (the “Executive”).
STATE OF NORTH CAROLINA COUNTY OF NEW HANOVERNonstatutory Stock Option Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
THIS NONSTATUTORY STOCK OPTION AGREEMENT (the “Agreement”) is made and entered into as of this day of , 20 , between BANK OF WILMINGTON, a North Carolina banking corporation (the “Bank”), and (the “Optionee”).
CONSULTING AGREEMENTConsulting Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
THIS CONSULTING AGREEMENT is entered into as of this 23rd day of June, 2005 by and between Bank of Wilmington, a bank chartered under North Carolina law (the “Bank”), and Larry W. Flowers, currently serving as the Bank’s Executive Vice President and Chief Credit Officer (the “Consultant”).
AMENDED AND RESTATED JOINT FILING AGREEMENTJoint Filing Agreement • March 28th, 2008 • Cape Fear Bank CORP • National commercial banks
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, the persons named below agree to the joint filing on behalf of each of them of statements on Schedule 13D (including amendments thereto) with respect to the Common Stock of Cape Fear Bank Corp. and further agree that this Joint Filing Agreement (the “Agreement”) be included as an exhibit to such joint filing. In evidence thereof, the undersigned, being duly authorized, hereby execute this Agreement this March 26, 2008. The Agreement may be executed in two or more counterparts, any one of which need not contain the signatures of more than one party, but all such parts taken together will constitute a part of this Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • October 3rd, 2007 • Cape Fear Bank CORP • National commercial banks
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of Cape Fear Bank Corp. and further agree that this Joint Filing Agreement (the “Agreement”) be included as an exhibit to such joint filing. In evidence thereof, the undersigned, being duly authorized, hereby execute this Agreement this October 3, 2007. The Agreement may be executed in two or more counterparts, any one of which need not contain the signatures of more than one party, but all such parts taken together will constitute a part of this Agreement.
SETTLEMENT AGREEMENTSettlement Agreement • August 22nd, 2008 • Cape Fear Bank CORP • National commercial banks • North Carolina
This Agreement (the “Agreement”) is entered into this 18th day of August, 2008, by and between Cape Fear Bank Corporation, a North Carolina corporation (the “Company”), and Cape Fear Bank, a North Carolina chartered bank (the “Bank” and, together with the Company, the “Company Parties”), on the one hand, and each of The Maurice and Ann Koury Charitable Trust, The Maurice J. Koury Foundation, Maurice J. Koury, Scott C. Sullivan, Miltom E. Petty, Mort Neblett, Haywood Cochrane, Jr., James S. Mahan III, David Lucht and Robert Isser (each, a “Shareholder Group Member” and, collectively, the “Shareholder Group”), on the other hand (collectively, the “Parties”). For purposes of this Agreement, the Shareholder Group shall also include all parties to the Schedule 13D with respect to Company common stock of any or all members of the Shareholder Group, as now or hereinafter filed with the SEC (“Schedule 13D”).
AGREEMENT AND PLAN OF REORGANIZATION AND SHARE EXCHANGE BY AND BETWEEN BANK OF WILMINGTON AND BANK OF WILMINGTON CORPORATIONReorganization and Share Exchange Agreement • September 1st, 2005 • Bank of Wilmington CORP • North Carolina
THIS AGREEMENT AND PLAN OF REORGANIZATION AND SHARE EXCHANGE (the “Agreement”) is entered into as of the 24th day of June, 2005, by and between BANK OF WILMINGTON (the “Bank”) and BANK OF WILMINGTON CORPORATION (“BankCorp”).
STATE OF NORTH CAROLINA COUNTY OF NEW HANOVERIncentive Stock Option Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
THIS INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) is made and entered into as of this day of , 20 , between BANK OF WILMINGTON, a North Carolina banking corporation (the “Bank”), and (the “Optionee”).
BANK OF WILMINGTON SALARY CONTINUATION AGREEMENTSalary Continuation Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
THIS SALARY CONTINUATION AGREEMENT (this “Agreement”) is made and entered into as of this 23rd day of June, 2005, by and between Bank of Wilmington, a bank chartered under North Carolina law (the “Bank”), and Betty V. Norris, its Senior Vice President/Treasurer and Chief Financial Officer (the “Executive”).
RESIGNATION AGREEMENTResignation Agreement • September 24th, 2008 • Cape Fear Bank CORP • National commercial banks
THIS RESIGNATION AGREEMENT (the “Agreement”) is made and entered into by and among Cape Fear Bank Corporation, a North Carolina corporation formerly known as Bank of Wilmington Corporation (the “Corporation”), Cape Fear Bank, formerly known as Bank of Wilmington, a bank chartered under North Carolina law and a wholly owned subsidiary of the Corporation (the “Bank”), and John Cameron Coburn (“Coburn”). The Corporation and the Bank are referred to in this Agreement individually and together as the “Employer.”
Written Agreement by and between CAPE FEAR BANK CORPORATION Wilmington, North Carolina and FEDERAL RESERVE BANK OF RICHMOND Richmond, Virginia Docket No. 09-019-WA/RB-HCWritten Agreement • February 26th, 2009 • Cape Fear Bank CORP • National commercial banks
WHEREAS, Cape Fear Bank Corporation, Wilmington, North Carolina (“Bank Corp”), a registered bank holding company, owns and controls Cape Fear Bank, Wilmington, North Carolina (the “Bank”), a state chartered nonmember bank, and a nonbank subsidiary;
BANK OF WILMINGTON SALARY CONTINUATION AGREEMENTSalary Continuation Agreement • November 14th, 2005 • Bank of Wilmington CORP • National commercial banks • North Carolina
THIS SALARY CONTINUATION AGREEMENT (this “Agreement”) is made and entered into as of this 23rd day of June, 2005, by and between Bank of Wilmington, a bank chartered under North Carolina law (the “Bank”), and John Cameron Coburn, its President and Chief Executive Officer (the “Executive”).
FEDERAL DEPOSIT INSURANCE CORPORATION WASHINGTON, D.C.Stipulation and Consent Agreement • February 26th, 2009 • Cape Fear Bank CORP • National commercial banks
Subject to the acceptance of this STIPULATION AND CONSENT TO THE ISSUANCE OF AN ORDER TO CEASE AND DESIST (“CONSENT AGREEMENT”) by the Federal Deposit Insurance Corporation (“FDIC”), it is hereby stipulated and agreed by and between a representative of the Legal Division of the FDIC, the North Carolina Commissioner of Banks (the “Commissioner”), and CAPE FEAR BANK, Wilmington, North Carolina (“Bank”), through its board of directors, as follows.
