0001002105-09-000209 Sample Contracts

UNITED STATES DEPARTMENT OF THE TREASURY Washington, D.C. 20220 May 1, 2009
Village Bank & Trust Financial Corp. • May 6th, 2009 • State 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.

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Form of Consent Letter
Securities Purchase Agreement • May 6th, 2009 • Village Bank & Trust Financial Corp. • State commercial banks

Village Bank and Trust Financial Corp. (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Securities Purchase Agreement”), with the United States Department of Treasury (“Treasury”) that provides for the Company's participation in the Treasury's TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

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