Cherokee Banking Co Sample Contracts

Cherokee Banking Co – OVERDRAFT PRIVILEGE PROGRAM AGREEMENT (March 31st, 2005)

EXHIBIT 10.17 August 10, 2004 JOHN M. FLOYD & ASSOCIATES OVERDRAFT PRIVILEGE PROGRAM AGREEMENT Mr. Rick Roberts SVP/CFO Cherokee Bank, National Association 1275 Riverstone Parkway Canton, Georgia 30114 Dear Mr. Roberts: Based on our preliminary analysis, I am submitting this proposal for the engagement of our firm by Cherokee Bank, National Association - Canton, Georgia. Upon acceptance by Cherokee Bank, National Association, this proposal shall become the Agreement between John M. Floyd & Associates, Inc. (JMFA) and Cherokee Bank, National Association. OBJECTIVES Our objective is to install JMFA's Overdraft PrivilegeSM program in Cherokee Bank, NA. There will be an emphasis on installing a product that provides a competitive and popular service for your account holders and a significant increase in non-interest inco

Cherokee Banking Co – EMPLOYMENT AGREEMENT (March 29th, 2004)

EXHIBIT 10.15 EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of April 17, 2003, by and among CHEROKEE BANK, N.A. (the "Bank"), a national bank; CHEROKEE BANKING COMPANY, a bank holding company incorporated under the laws of the State of Georgia (the "Company") (collectively, the Bank and the Company are referred to hereafter as the "Employer"), and A.R. ROBERTS, III, a resident of the State of Georgia (the "Employee"). RECITALS: The Employer desires to employ the Employee as the Senior Vice President and Chief Financial Officer of the Bank and of the Company and the Employee desires to accept such employment. In consideration of the above premises and the mutual agreements hereinafter set forth, the parties hereby agree as follows: 1. DEFINITIONS. Whenever used in this Agr

Cherokee Banking Co – CHANGE OF CONTROL AGREEMENT (March 29th, 2004)

EXHIBIT 10.14 CHANGE OF CONTROL AGREEMENT THIS AGREEMENT, made as of the 17th day of April, 2003, by and between CHEROKEE BANK, N.A. (hereinafter referred to as "Bank") and JOHN S. MOREAU (hereinafter referred to as "Employee"), establishes a severance arrangement between the parties in the event of a change of control of Bank. WITNESSETH: WHEREAS, Employee is currently serving as the Senior Lending Officer of Cherokee Bank, N.A. and WHEREAS, Bank desires that Employee continue to serve as the Senior Lending Officer of the Bank by providing Employee a measure of security; and WHEREAS, Bank wants to continue to have the benefits of Employee's full time and attention to the affairs of the Bank without diversion due to concerns about a possible change of control; NOW, THEREFORE, in consideration of ONE DOLLAR and other good and va

Cherokee Banking Co – DIRECTOR AGREEMENT (March 28th, 2003)

Exhibit 10.12 ------------------------------------------------------------------- This is a specimen document only. Its legal and tax consequences must be reviewed and approved by qualified legal and tax counsel before it is utilized for any purpose. It has been furnished by Benmark, Inc. ------------------------------------------------------------------- DIRECTOR SUPPLEMENTAL RETIREMENT PLAN DIRECTOR AGREEMENT THIS AGREEMENT is made and entered into this ____ day of ______________, 2002, by and between Cherokee Bank, a bank organized and existing under the laws of the State of Georgia (hereinafter referred to as the "Bank"), and _______________________, a member of the Board of Directors of the Bank (hereinafter referred to as the "Director"). WHEREAS, the Director is now serving

Cherokee Banking Co – CONSTRUCTION CONTRACT DATED AS OF MARCH 18, 2002, (March 28th, 2003)

EXHIBIT 10.8 CONSTRUCTION CONTRACT DATED AS OF MARCH 18, 2002, AMONG CHEROKEE BANK, N.A. AND W.H. BASS, INC. EXHIBIT 10.8 1997 EDITION AIA DOCUMENT A101-1997 Standard Form of Agreement Between Owner and Contractor where the basis of payment is a STIPULATED SUM AGREEMENT made as of the Eighteenth day of March This document has important in the year Two Thousand Two legal consequences. (In words, indicate day, month and year) Consultation with an attorney

Cherokee Banking Co – AGREEMENT (March 28th, 2003)

Exhibit 10.11 LIFE INSURANCE ENDORSEMENT METHOD SPLIT DOLLAR PLAN AGREEMENT Insurer: Policy Number: Bank: Cherokee Bank Insured: Relationship of Insured to Bank: Executive The respective rights and duties of the Bank and the Insured in the above-referenced policy shall be pursuant to the terms set forth below: I. DEFINITIONS Refer to the policy contract for the definition of all terms in this Agreement. II. POLICY TITLE AND OWNERSHIP Title and ownership shall reside in the Bank for its use and for the use of the Insured all in accordance with this Agreement. The Bank alone may, to the extent of its interest, exercise the right to borrow or withdraw on the policy cash values. Where the Bank and the Insured

Cherokee Banking Co – EXECUTIVE AGREEMENT (March 28th, 2003)

Exhibit 10.10 EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN EXECUTIVE AGREEMENT THIS AGREEMENT is made and entered into this ____ day of ______________, 2002, by and between Cherokee Bank, a bank organized and existing under the laws of the State of Georgia (hereinafter referred to as the "Bank"), and _________________, an Executive of the Bank (hereinafter referred to as the "Executive"). WHEREAS, the Executive is now in the employ of the Bank and has for many years faithfully served the Bank. It is the consensus of the Board of Directors (hereinafter referred to as the "Board") that the Executive's services have been of exceptional merit, in excess of the compensation paid and an invaluable contribution to the profits and position of the Bank in its field of activity. The Board further believes that the Executive's experi

Cherokee Banking Co – MODULAR BUILDING CONTRACT DATED AS OF FEBRUARY 6, 2002, (March 28th, 2003)

EXHIBIT 10.9 MODULAR BUILDING CONTRACT DATED AS OF FEBRUARY 6, 2002, AMONG CHEROKEE BANK, N.A. AND BANK & BUSINESS SYSTEMS, INC. ============================= BANK & BUSINESS EXHIBIT 10.9 SYSTEMS, INC. ============================= P. O. BOX 5746 - 210 E. 2ND AVENUE - ROME, GA 30162-5746 PHONE: 706-232-2304 Date February 6 , 2002 ----------------------- The following constitutes a contract between Bank & Business Systems, Inc., a corporation organized under the laws of the State of Georgia, herein known as the Seller, and the Purchaser, as shown below. The term "Purchaser" used herein shall mean the one to whom a

Cherokee Banking Co – AGREEMENT (March 28th, 2003)

Exhibit 10.13 LIFE INSURANCE ENDORSEMENT METHOD SPLIT DOLLAR PLAN AGREEMENT Insurer: Policy Number: Bank: Cherokee Bank Insured: Relationship of Insured to Bank: Director The respective rights and duties of the Bank and the Insured in the above-referenced policy shall be pursuant to the terms set forth below: I. DEFINITIONS Refer to the policy contract for the definition of any terms in this Agreement that are not defined herein. If the definition of a term in the policy is inconsistent with the definition of a term in this Agreement, then the definition of the term as set forth in this Agreement shall supersede and replace the definition of the terms as set forth in the policy. II. POLICY

Cherokee Banking Co – LOT/LAND PURCHASE AND SALE AGREEMENT DATED APRIL 18, 2001 (March 29th, 2002)

EXHIBIT 10.7 LOT/LAND PURCHASE AND SALE AGREEMENT DATED APRIL 18, 2001 BY AND BETWEEN CHEROKEE BANK, N.A. AND DAVIS HOLDING COMPANY, INC. LOT/LAND PURCHASE AND SALE AGREEMENT Date: April 09, 2001 1. PURCHASE AND SALE. The undersigned buyer ("Buyer") agrees to buy and the ----------------- undersigned seller ("Seller") agrees to sell all that tract or parcel of land, with such improvements as are located thereon, described as follows: All that tract of land lying and being in Land Lot 88 of the 15th District, 2nd Section of Cherokee County, Georgia, and being known as [ ] Marietta Highway, Canton, Georgia 30114, according to the present system of numbering in and around this area, being more particularly described as Lot n/a, Block n/a, Unit n/a, Phase/Section n/a of n/a subdivision, as recorded as Plat Book n/a, Page n/a, Cherokee County,

Cherokee Banking Co – SECTION 2 THE STOCK INCENTIVE PLAN.................................... 3 (April 2nd, 2001)

EXHIBIT 10.6 Cherokee Banking Company 2000 Stock Option Plan and Form of Stock Option Award CHEROKEE BANKING COMPANY 2000 STOCK OPTION PLAN TABLE OF CONTENTS Page ---- SECTION 1 DEFINITIONS................................................. 1 1.1 Definitions............................................ 1 SECTION 2 THE STOCK INCENTIVE PLAN.................................... 3 2.1 Purpose of the Plan.................................... 3 2.2 Stock Subject to the Plan.............................. 3 2.3 Administration of the Plan............................. 3 2.4 Eligibility................................

Cherokee Banking Co – ESCROW AGREEMENT (March 18th, 1999)

EXHIBIT 10.6 ESCROW AGREEMENT THIS ESCROW AGREEMENT, made and entered into as of this 1st day of April, 1999, by and between CHEROKEE BANKING COMPANY, a Georgia corporation (the "Company"), and THE BANKERS BANK, a bank chartered under the laws of Georgia (the "Escrow Agent"), as escrow agent. W I T N E S S E T H: -------------------- WHEREAS, the Company proposes to offer for sale up to an aggregate of 1,000,000 shares of common stock of the Company at a purchase price of $10.00 per share; and WHEREAS, the Company has agreed to deposit certain proceeds from the offering in escrow on the terms and conditions set forth herein; and WHEREAS, the Escrow Agent has agreed to accept copies of subscription documents (the "Subscription Documents"), with the Company retaining the originals of the Subscripti

Cherokee Banking Co – AGREEMENT OF PURCHASE AND SALE (February 1st, 1999)

EXHIBIT 10.1 AGREEMENT OF PURCHASE AND SALE THIS AGREEMENT is made this 11th day of December, 1998, by Bright-Sasser Canton, L.L.C. ("Seller"), a Georgia limited liability company, and Cherokee Organizing Group, Inc. d/b/a Cherokee Bank, N.A. ("Purchaser") The parties agree as follows: ARTICLE ONE PROPERTY TO BE SOLD 1.1 The Property. Subject to the following terms and conditions, Seller ------------ shall sell to Purchaser, and Purchaser shall buy from Seller, all that tract or parcel of land more particularly described on the attached EXHIBIT A together with any improvements located on it and all the appurtenances, rights, easements, and rights-of-way incident to it (collectively, the "Property"). 1.2 Restrictive Covenants and Cross Eas

Cherokee Banking Co – WARRANT AGREEMENT (February 1st, 1999)

EXHIBIT 10.5 WARRANT AGREEMENT THIS AGREEMENT is made and entered into as of this ____ day of _____________, 1999, by and between CHEROKEE BANKING COMPANY, a Georgia corporation (the "Company"), and _________________________ ("Warrant Holder"). W I T N E S S E T H ------------------- WHEREAS, Warrant Holder has served as an organizer in the formation of the Company and the formation and establishment of Cherokee Bank, NA (the "Bank"), a wholly-owned subsidiary of the Company; and WHEREAS, Warrant Holder has purchased ________ shares of the Company's common stock, no par value (the "Common Stock"), at a price of $10.00 per share; and WHEREAS, Warrant Holder will provide services to the Company as a director of the Company; and WHEREAS, the Company, in recognition of the financial risk underta

Cherokee Banking Co – EMPLOYMENT AGREEMENT (February 1st, 1999)

EXHIBIT 10.3 EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of the 1st day of January, 1999, by and among CHEROKEE BANK, N.A. (Proposed) (the "Bank"), a proposed national bank; CHEROKEE BANKING COMPANY, a bank holding company incorporated under the laws of the State of Georgia (the "Company") (collectively, the Bank and the Company are referred to hereafter as the "Employer"), and DENNIS W. BURNETTE, a resident of the State of Georgia (the "Employee"). RECITALS: The Employer desires to employ the Employee as the President and Chief Executive Officer of the Bank and of the Company and the Employee desires to accept such employment. In consideration of the above premises and the mutual agreements hereinafter set forth, the parties hereby agree as follows: 1. DEFINITIONS. Whenever used in this Agreement, the following terms and their