P B Financial Services Corp Sample Contracts

P B Financial Services Corp – EMPLOYMENT AGREEMENT (July 14th, 2006)

This Employment Agreement (this “Agreement”) is made and entered into effective as of July 10, 2006 (the “Effective Date”), by and among The Peachtree Bank, a Georgia banking corporation (“Employer”); and Jim Olson, a resident of the State of Georgia (“Executive”).

P B Financial Services Corp – AGREEMENT AND PLAN OF MERGER by and between THE PB FINANCIAL SERVICES CORPORATION and ALABAMA NATIONAL BANCORPORATION Dated as of May 24, 2006 (May 25th, 2006)

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 24, 2006, by and between The PB Financial Services Corporation (“PBF”), a corporation organized and existing under the laws of the State of Georgia, with its principal office located in Duluth, Georgia, and Alabama National BanCorporation (“ANB”), a corporation organized and existing under the laws of the State of Delaware, with its principal office located in Birmingham, Alabama.

P B Financial Services Corp – EMPLOYMENT AGREEMENT (March 29th, 2006)

EXHIBIT 99.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT is made as of the 21st day of February, 2006, by and among PB FINANCIAL SERVICES, INC., a bank holding company incorporated under the laws of the State of Georgia (the "Company"); The Peachtree Bank, a state bank organized under the laws of the State of Georgia (the "Bank") (collectively, the Company and the Bank are referred to hereinafter as the "Employer"); and KELLY J. JOHNSON, a resident of the State of Georgia (the "Executive"). RECITALS: The Employer desires to employ the Executive as Chief Financial Officer of the Company and the Bank and the Executive 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 f

P B Financial Services Corp – EMPLOYMENT AGREEMENT (March 29th, 2006)

EXHIBIT 99.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made as of the 21st day of February, 2006, by and among PB FINANCIAL SERVICES, INC., a bank holding company incorporated under the laws of the State of Georgia (the "Company"); The Peachtree Bank, a state bank organized under the laws of the State of Georgia (the "Bank") (collectively, the Company and the Bank are referred to hereinafter as the "Employer"); and MONTY G. WATSON, a resident of the State of Georgia (the "Executive"). RECITALS: The Employer currently employs the Executive as President and Chief Executive Officer of the Company and the Bank pursuant to the terms of that certain Employment Agreement, dated July 1, 2004, by and among the parties hereto (the "Original Employment Agreement").

P B Financial Services Corp – INDENTURE (April 4th, 2005)

EXHIBIT 4.1 The PB Financial Services Corporation as Company INDENTURE Dated as of March 29, 2005 JPMORGAN CHASE BANK, NATIONAL ASSOCIATION As Trustee JUNIOR SUBORDINATED DEBT SECURITIES Due June 15, 2035 TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS SECTION 1.01. Definitions............................................... 1 Additional Interest................................................ 1 Additional Provisions................................

P B Financial Services Corp – GUARANTEE AGREEMENT (April 4th, 2005)

EXHIBIT 4.2 GUARANTEE AGREEMENT The PB Financial Services Corporation Dated as of March 29, 2005 . . . TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1. Definitions and Interpretation................................... 1 ARTICLE II POWERS, DUTIES AND RIGHTS OF THE GUARANTEE TRUSTEE SECTI

P B Financial Services Corp – EMPLOYMENT AGREEMENT (November 12th, 2004)

THIS AGREEMENT is made as of the 1st day of July, 2004, by and among PB FINANCIAL SERVICES, INC., a bank holding company incorporated under the laws of the State of Georgia (the “Company”); The Peachtree Bank, a state bank organized under the laws of the State of Georgia (the “Bank”) (collectively, the Company and the Bank are referred to hereinafter as the “Employer”); and MONTY G. WATSON, a resident of the State of Georgia (the “Executive”).

P B Financial Services Corp – EMPLOYMENT AGREEMENT (November 13th, 2000)

1 EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT made and entered into on the 1st day of August, 2000, by and between THE PEACHTREE BANK, a bank organized under the laws of the State of Georgia (the "Bank"), and MONTY G. WATSON (hereinafter "Executive"); WITNESSETH: WHEREAS, the Board of Directors of the Bank believe that it is in the best interest of the Bank to arrange terms of employment for Executive so as to reasonably induce Executive to remain in his capacities with the Bank for the term hereof; and WHEREAS, Executive is willing to provide services to the Bank in accordance with the terms and conditions hereinafter set forth; NOW THEREFORE, for and in consideration of the mutual premises and covenants herein contained, the parties hereto agree as follows: 1. EMPLOYMENT. For the Term of Employ

P B Financial Services Corp – EMPLOYMENT AGREEMENT (March 30th, 2000)

1 EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT made and entered into on the 13th day of January, 1998, by and between THE PEACHTREE BANK, a bank organized under the laws of the State of Georgia (the "Bank"), and MONTY G. WATSON (hereinafter "Executive"); W I T N E S S E T H: WHEREAS, the Board of Directors of the Bank believe that it is in the best interest of the Bank to arrange terms of employment for Executive so as to reasonably induce Executive to remain in his capacities with the Bank for the term hereof; and WHEREAS, Executive is willing to provide services to the Bank in accordance with the terms and conditions hereinafter set forth; NOW, THEREFORE, for and in consideration of the mutual premises and covenants herein contained, the parties hereto agree as follows: 1. EMPLOYMENT. For the Term

P B Financial Services Corp – EMPLOYMENT AGREEMENT (May 14th, 1999)

1 EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS Agreement made and entered into on the 13th day of January, 1998, by and between THE PEACHTREE BANK, a bank organized under the laws of the State of Georgia (the "Bank"), and MONTY G. WATSON (hereinafter "Executive"); W I T N E S S E T H: WHEREAS, the Board of Directors of the Bank believe that it is in the best interest of the Bank to arrange terms of employment for Executive so as to reasonably induce Executive to remain in his capacities with the Bank for the term hereof; and WHEREAS, Executive is willing to provide services to the Bank in accordance with the terms and conditions hereinafter set forth; NOW, THEREFORE, for and in consideration of the mutual premises and covenants herein contained, the parties hereto agree as follows: 1. EMPLOYMENT. For the

P B Financial Services Corp – ARTICLES OF INCORPORATION (May 14th, 1999)

1 EXHIBIT 4.1 ARTICLES OF INCORPORATION OF THE PB FINANCIAL SERVICES CORPORATION 1. The name of the Corporation is: "The PB Financial Services Corporation." 2. The Corporation is organized pursuant to the provisions of the Georgia Business Corporation Code. 3. The object of the Corporation is pecuniary gain and profit, and the Corporation is formed for the purpose of becoming and operating as a bank holding company and engaging in such related and permissible activities in connection therewith as the Board of Directors may from time to time specify by resolution. 4. The Corporation shall have the authority to issue ten million