SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT
This Second Amendment to Stock Purchase Agreement (the "Amendment") is
entered into effective as of November 20, 2000 by and between United Financial
Holdings, Inc., a Florida corporation ("UFHI") and First Security Bank, a
Florida banking corporation ("FSB").
BACKGROUND
UFHI and FSB entered into that certain Stock Purchase Agreement (the
"Stock Purchase Agreement"), dated September 22, 2000, pursuant to which UFHI
will acquire all of the issued and outstanding capital stock of FSB. The parties
amended the Stock Purchase Agreement pursuant to the terms of that certain First
Amendment to Stock Purchase Agreement dated October 16, 2000 (the "First
Amendment"). The parties desire to further amend the Stock Purchase Agreement
and First Amendment as stated in this Amendment.
Now, therefore, in consideration of the foregoing, and for other good
and valuable consideration, including but not limited to the consideration set
forth in the Stock Purchase Agreement, the parties hereby acknowledge and agree
as follows:
TERMS
1. Section II(A): Right of Examination. Section II(A), Right of
Examination, of the Stock Purchase Agreement, permits UFHI to conduct a due
diligence investigation of FSB for a period of forty-five (45) days (the "Due
Diligence Period") from and after the date of the Stock Purchase Agreement. The
First Amendment extended the Due Diligence Period to sixty (60) days. The
parties hereby agree to extend the Due Diligence Period until 5:00 p.m. on ,
December 8, 2000.
2. No Other Modification. Except as specifically set forth in this
Amendment, there shall be no other modification of the Stock Purchase Agreement
or First Amendment unless otherwise mutually agreed in writing by the parties.
In witness whereof, the parties have executed this Amendment as of the
date first above written.
FIRST SECURITY BANK, a Florida UNITED FINANCIAL HOLDINGS, INC.,
banking corporation a Florida corporation
By:__/s/ D.B. Briggs____________ By:__/s/ Xxxx X. Savage__________
X.X. Xxxxxx, Chairman Xxxx Xxxxxx,
Chief Executive Officer