C&F FINANCIAL CORPORATION Capital Purchase Program Agreement Regarding Executive Compensation Limitations Omnibus Amendment of All Compensation PlansCapital Purchase Program Agreement • January 14th, 2009 • C & F Financial Corp • State commercial banks • Virginia
This Agreement is adopted as of January 9, 2009 by C&F Financial Corporation, a Virginia corporation (the “Company”), for itself and all of its subsidiaries treated as a single employer with the Company under 31 C.F.R. Section 30.1(b), in connection with the Company’s participation in the Troubled Asset Relief Program Capital Purchase Program (the “CPP”) created by the U.S. Department of the Treasury (the “Treasury Department”) pursuant to authority granted under the Emergency Economic Stabilization Act of 2008 (the “EESA”), pursuant to which program the Company will issue to the Treasury Department shares of the Company’s senior preferred stock and a warrant to purchase shares of common stock of the Company, in accordance with the terms and conditions in a Letter Agreement, including as Exhibit A thereto the Securities Purchase Agreement – Standard Terms, between the Company and Treasury (the “CPP Transaction”), and for purposes of complying with the requirements of Section 111(b) of
