McIntosh Bancshares Inc /Ga/ Sample Contracts

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CANCELLATION AGREEMENT
Cancellation Agreement • May 4th, 2009 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

THIS AGREEMENT is made and entered into as of this 1st day of April, 2009 (the “Cancellation Date”) by and between MCINTOSH STATE BANK (the “Bank”); and THURMAN L. WILLIS, a resident of the State of Georgia (the “Executive”).

STOCK OPTION AGREEMENT UNDER McINTOSH BANCSHARES, INC.
Stock Option Agreement • March 28th, 2006 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

THIS STOCK OPTION AGREEMENT (the “Agreement”) entered into this 20th day of October, 2005, between McINTOSH BANCSHARES, INC. (hereinafter called the “Company”), a bank holding company incorporated under the laws of the State of Georgia, and ROBERT C. BEALL (hereinafter called the “Employee”), a salaried employee of the McINTOSH STATE BANK, a wholly-owned subsidiary of the Company (hereinafter called the “Bank”).

CANCELLATION AGREEMENT
Cancellation Agreement • May 4th, 2009 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

THIS AGREEMENT is made and entered into as of this 1st day of April, 2009 (the “Cancellation Date”) by and between MCINTOSH STATE BANK (the “Bank”); and D. KEITH FORTSON, a resident of the State of Georgia (the “Director”).

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • July 22nd, 2008 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

THIS CHANGE IN CONTROL AGREEMENT (the “Agreement”) entered into this 17th day of July, 2008 between McINTOSH BANCSHARES, INC., a Georgia corporation (the “Corporation”), and WILLIAM K. MALONE (the “Employee”).

McINTOSH STATE BANK DIRECTOR RETIREMENT AGREEMENT
McIntosh State Bank • May 11th, 2006 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

THIS AGREEMENT is adopted this 19th day of December, 2002, by and between McINTOSH STATE BANK, a state-chartered commercial bank located in Jackson, Georgia (the “Company”) and JOHN L. CARTER (the “Director”).

SECOND AMENDMENT TO THE MCINTOSH STATE BANK DIRECTOR RETIREMENT AGREEMENT DATED DECEMBER 19, 2002 AND AMENDED JANUARY 9, 2007 FOR JOHN L. CARTER
Director Retirement Agreement • December 1st, 2008 • McIntosh Bancshares Inc /Ga/ • State commercial banks

THIS SECOND AMENDMENT is adopted this 30th day of November, 2008, by and between MCINTOSH STATE BANK, a state-chartered commercial bank located in Jackson, Georgia (the “Company”), and JOHN L. CARTER (the “Director”).

FOURTH AMENDMENT TO THE MCINTOSH STATE BANK SALARY CONTINUATION AGREEMENT DATED DECEMBER 8, 1985 AS AMENDED FOR WILLIAM KEY MALONE, SR.
Continuation Agreement • December 1st, 2008 • McIntosh Bancshares Inc /Ga/ • State commercial banks

THIS FOURTH AMENDMENT is adopted this 30th day of November, 2008, by and between MCINTOSH STATE BANK, a state-chartered commercial bank located in Jackson, Georgia (the “Company”), and WILLIAM KEY MALONE, SR. (the “Executive”).

STOCK OPTION AGREEMENT UNDER McINTOSH BANCSHARES, INC.
Stock Option Agreement Under • March 29th, 2007 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

THIS STOCK OPTION AGREEMENT (the “Agreement”) entered into this 18th day of July, 2006, between McINTOSH BANCSHARES, INC. (hereinafter called the “Company”), a bank holding company incorporated under the laws of the State of Georgia, and WILLIAM K. MALONE (hereinafter called the “Employee”), a salaried employee of the McINTOSH STATE BANK, a wholly-owned subsidiary of the Company (hereinafter called the “Bank”).

CANCELLATION AGREEMENT
Cancellation Agreement • January 31st, 2011 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

THIS AGREEMENT is made and entered into as of the 31st day of December, 2010 (the “Cancellation Date”) by and between MCINTOSH STATE BANK (the “Bank”); and JASON PATRICK, a resident of the State of Georgia (the “Executive”).

CANCELLATION AGREEMENT
Cancellation Agreement • January 31st, 2011 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

THIS AGREEMENT is made and entered into as of the 31st day of December, 2010 (the “Cancellation Date”) by and between MCINTOSH STATE BANK (the “Bank”); and WILLIAM K. MALONE, a resident of the State of Georgia (the “Executive”).

SECOND AMENDMENT TO THE MCINTOSH STATE BANK DIRECTOR RETIREMENT AGREEMENT DATED DECEMBER 19, 2002 AND AMENDED JANUARY 9, 2007 FOR
Director Retirement Agreement • December 1st, 2008 • McIntosh Bancshares Inc /Ga/ • State commercial banks

THIS SECOND AMENDMENT is adopted this 30th day of November, 2008, by and between MCINTOSH STATE BANK, a state-chartered commercial bank located in Jackson, Georgia (the “Company”), and KEITH D. FORTSON (the “Director”).

AMENDMENT NO. 1 TO DEBENTURE AGREEMENT BETWEEN MCINTOSH BANCSHARES, INC. AND REDEMPTUS GROUP LLC
Debenture Agreement • April 6th, 2009 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

This AMENDMENT NO. 1 TO DEBENTURE AGREEMENT (the “Amendment”) is made and entered into as of March 31, 2009 by and between MCINTOSH BANCSHARES, INC., a Georgia registered bank holding company (the “Issuer”), and REDEMPTUS GROUP LLC (“Redemptus”), a Georgia limited liability company (together with all successors, assigns, and purchasers of debentures pursuant to this Agreement, the “Holders”).

December 23, 2008 MCINTOSH BANCSHARES, INC. $8,000,000 DEBENTURES DEBENTURE AGREEMENT
Debenture Agreement • December 31st, 2008 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

This DEBENTURE AGREEMENT (this “Agreement”) dated as of December 23, 2008 is between MCINTOSH BANCSHARES, INC., a Georgia registered bank holding company (the “Issuer”), and REDEMPTUS GROUP LLC (“Redemptus”), a Georgia limited liability company (together with all successors, assigns, and purchasers of debentures pursuant to this Agreement, the “Holders”).

SECOND AMENDMENT TO THE MCINTOSH STATE BANK SALARY CONTINUATION AGREEMENT DATED DECEMBER 19, 2002 AND AMENDED JANUARY 9, 2007 FOR WILLIAM K. MALONE
Continuation Agreement • December 1st, 2008 • McIntosh Bancshares Inc /Ga/ • State commercial banks

THIS SECOND AMENDMENT is adopted this 30th day of November, 2008, by and between MCINTOSH STATE BANK, a state-chartered commercial bank located in Jackson, Georgia (the “Company”), and WILLIAM K. MALONE (the “Executive”).

SECOND AMENDMENT TO THE MCINTOSH STATE BANK DIRECTOR RETIREMENT AGREEMENT DATED DECEMBER 19, 2002 AND AMENDED JANUARY 9, 2007 FOR WILLIAM T. WEBB
Director Retirement Agreement • December 1st, 2008 • McIntosh Bancshares Inc /Ga/ • State commercial banks

THIS SECOND AMENDMENT is adopted this 30th day of November, 2008, by and between MCINTOSH STATE BANK, a state-chartered commercial bank located in Jackson, Georgia (the “Company”), and WILLIAM T. WEBB (the “Director”).

MCINTOSH STATE BANK SALARY CONTINUATION AGREEMENT
Salary Continuation Agreement • March 28th, 2005 • McIntosh Bancshares Inc /Ga/ • State commercial banks • Georgia

THIS AGREEMENT is made this 10th day of August, 2004, by and between MCINTOSH STATE BANK, a state bank located in Jackson, Georgia (the “Company”) and Thurman L. Willis (the “Executive”).

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