0001104659-06-016930 Sample Contracts

Form of Restricted Stock Award Agreement Pursuant to 1996 Stock Incentive Plan NETBANK, INC. RESTRICTED STOCK AWARD
Restricted Stock Award • March 15th, 2006 • Netbank Inc • Savings institutions, not federally chartered • Georgia

This RESTRICTED STOCK AWARD (the “Award”) is made and entered into as of the day of , by and between NetBank, Inc. (the “Company”), a Georgia corporation, and (the “Employee”).

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SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2006 • Netbank Inc • Savings institutions, not federally chartered

This Second Amendment to Employment Agreement is dated as of March 14, 2006 by and between NetBank, Inc. (the “Company”) and William M. Ross (the “Executive”).

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2006 • Netbank Inc • Savings institutions, not federally chartered

This Second Amendment to Employment Agreement is dated as of March 14, 2006 by and between NetBank, Inc. (the “Company”) and Jerald W. McCoy (the “Executive”).

Form of Mid-term Incentive Plan Award Agreement for reporting persons NetBank, Inc. Mid-Term Incentive Plan Award Agreement
Incentive Plan Award Agreement • March 15th, 2006 • Netbank Inc • Savings institutions, not federally chartered • Georgia

The terms and conditions of the Award are set forth in this Agreement and the NetBank, Inc. Mid-Term Incentive Plan (the “Plan”). All of the provisions of the Plan are incorporated in this Agreement and have the same effect as if they were set forth in full in this Agreement. Capitalized terms used in this Agreement have the same meaning as in the Plan. In the event of a discrepancy between this Agreement and the Plan, the terms of the Plan shall prevail.

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2006 • Netbank Inc • Savings institutions, not federally chartered

This Second Amendment to Employment Agreement is dated as of March 14, 2006 by and between NetBank, Inc. (the “Company”) and Steven F. Herbert (the “Executive”).

Form of Mid-term Incentive Plan Award Agreement for employees other than reporting persons NetBank, Inc. Mid-Term Incentive Plan Award Agreement
Netbank Inc • March 15th, 2006 • Savings institutions, not federally chartered • Georgia

The terms and conditions of the Award are set forth in this Agreement and the NetBank, Inc. Mid-Term Incentive Plan (the “Plan”). All of the provisions of the Plan are incorporated in this Agreement and have the same effect as if they were set forth in full in this Agreement. Capitalized terms used in this Agreement have the same meaning as in the Plan. In the event of a discrepancy between this Agreement and the Plan, the terms of the Plan shall prevail.

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2006 • Netbank Inc • Savings institutions, not federally chartered

This Second Amendment to Employment Agreement is dated as of March 14, 2006 by and between NetBank, Inc. (the “Company”) and Charles E. Mapson (the “Executive”).

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2006 • Netbank Inc • Savings institutions, not federally chartered

This Second Amendment to Employment Agreement is dated as of March 14, 2006 by and between NetBank, Inc. (the “Company”) and Raphael T. Brauch (the “Executive”).

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