EXHIBIT 10.13
FIRST AMENDMENT TO ESCROW AGREEMENT
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THIS FIRST AMENDMENT TO ESCROW AGREEMENT (this "First Amendment") is made
and entered into this 29th day of July, 1998, by and between Community Trust
Financial Services Corporation, a Georgia corporation (the "Company") and The
Bankers Bank (the "Escrow Agent").
WITNESSETH:
WHEREAS, the Company and the Escrow Agent are parties to that certain
Escrow Agreement, dated May 11, 1998 (the "Escrow Agreement"); and
WHEREAS, the parties desire to amend the Escrow Agreement in order to
clarify the time period within which certain funds must be remitted by the
Company to the Escrow Agent;
NOW, THEREFORE, FOR AND IN CONSIDERATION of the premises, the covenants
hereinafter set forth and other good and valuable consideration, the receipt and
sufficiency of which hereby are acknowledged, the parties hereto, intending to
be legally bound, do hereby agree as follows:
1. General. Capitalized terms not otherwise defined herein shall have
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the respective meanings given to such terms in the Escrow Agreement. The
Escrow Agreement, as hereby amended, shall remain in full force and effect in
accordance with its terms as amended hereby. From and after the date of this
First Amendment, references to the Escrow Agreement shall be deemed to be
references to the Escrow Agreement as amended by this First Amendment.
2. Amendment to Escrow Agreement. Section 1 of the Escrow Agreement is
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hereby amended by adding thereto, the following:
Notwithstanding anything in this Escrow Agreement to the
contrary, all subscription funds that are attributable to sales
of Shares effected through Xxxxxx Xxxxxx & Company, Inc., in its
capacity as standby placement agent for the Offering, shall be
transmitted directly to the Escrow Agent by noon of the next
business day after receipt of such funds.
3. Governing Law. This First Amendment shall be governed by, and
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construed in accordance with, the internal laws of the State of Georgia
applicable to agreements made and to be performed entirely within such state.
4. Counterparts. This First Amendment may be executed simultaneously
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in one or more counterparts, each of which shall be deemed an original, but all
of which together shall constitute one and the same agreement.
IN WITNESS WHEREOF, the undersigned have set their hands and seals this
29th day of July, 1998.
COMPANY
COMMUNITY TRUST FINANCIAL SERVICES
CORPORATION
By: /s/ Xxxxxx Xxxxxx
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Xxxxxx Xxxxxx, President
ESCROW AGENT
THE BANKERS BANK
By: /s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx, Senior Vice
President
