Piedmont Community Bank Group, Inc. Sample Contracts

SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • September 20th, 2007 • Piedmont Community Bank Group, Inc. • State commercial banks

THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into on the 16th day of February, 2005, by and between PIEDMONT COMMUNITY BANK, a bank organized under the laws of the State of Georgia (the “Bank”), and ROBERT D. HULSEY, JR. (hereinafter “Executive”).

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AGENCY AGREEMENT
Agency Agreement • September 20th, 2007 • Piedmont Community Bank Group, Inc. • State commercial banks • Texas

Piedmont Community Bank Group, Inc., a Georgia corporation (the “Company”), and its wholly-owned subsidiary, Piedmont Community Bank, a Georgia banking association (the “Bank”), propose, subject to the terms and conditions stated herein, to engage SAMCO Capital Markets, Inc. (the “Agent” or “you”) to assist the Company in structuring an offering of the Company’s common stock (the “Common Stock”) and, as agent of the Company, to assist in the sale on a “best efforts” basis of up to _______________ shares of the Common Stock, $.01 par value per share (the “Shares”).

MERGER AGREEMENT AND PLAN OF REORGANIZATION
Merger Agreement • February 8th, 2007 • Piedmont Community Bank Group, Inc. • Georgia

THIS MERGER AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”), made and entered into as of the 26th day of April, 2006, among PIEDMONT COMMUNITY BANK (the “Bank”), a bank organized under the laws of the State of Georgia, PIEDMONT COMMUNITY BANK GROUP, INC., a Georgia corporation (the “Company”), and PCB INTERIM CORPORATION, a Georgia corporation and wholly-owned subsidiary of the Company (“Interim”).

EMPLOYMENT AGREEMENT
Employment Agreement • September 20th, 2007 • Piedmont Community Bank Group, Inc. • State commercial banks

THIS AGREEMENT made and entered into on the 16th day of February, 2005, by and between PIEDMONT COMMUNITY BANK, a bank organized under the laws of the State of Georgia (the “Bank”), and JULIE SIMMONS (hereinafter “Executive”).

Contract
Piedmont Community Bank Group, Inc. • March 30th, 2009 • State commercial banks • Georgia

THIS NOTE HAS BEEN ISSUED WITHOUT REGISTRATION IN RELIANCE UPON EXEMPTIONS FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933 (THE “1933 ACT”) AND SECTION 10-5-9(13) OF THE OFFICIAL CODE OF GEORGIA ANNOTATED (THE “GEORGIA CODE”). THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, OR TRANSFERRED OTHER THAN (i) PURSUANT TO AN EFFECTIVE REGISTRATION OR AN EXEMPTION THEREFROM UNDER THE 1933 ACT AND THE GEORGIA CODE AND (ii) UPON RECEIPT BY THE BORROWER OF EVIDENCE SATISFACTORY TO IT OF COMPLIANCE WITH THE 1933 ACT, THE GEORGIA CODE AND THE APPLICABLE SECURITIES LAWS OF ANY OTHER JURISDICTION. THE BORROWER SHALL BE ENTITLED TO REQUIRE AN OPINION OF COUNSEL SATISFACTORY TO IT WITH RESPECT TO COMPLIANCE WITH THE ABOVE LAWS.

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