0001140361-13-010538 Sample Contracts

AMENDED AND RESTATED C&F FINANCIAL CORPORATION 2004 INCENTIVE STOCK PLAN FORM OF RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • March 5th, 2013 • C & F Financial Corp • State commercial banks • Virginia

This Restricted Stock Agreement (the "Agreement") is entered into as of <<DATE>> pursuant to Article VIII of the Amended and Restated C&F Financial Corporation 2004 Incentive Stock Plan (the "Plan") and evidences the grant, and the terms, conditions and restrictions pertaining thereto, of Restricted Stock awarded to <<NAME>> (the "Participant").

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EMPLOYMENT AGREEMENT (AMENDED AND RESTATED)
Employment Agreement • March 5th, 2013 • C & F Financial Corp • State commercial banks

THIS AGREEMENT made as of the 1st day of January, 2013, by and between C&F MORTGAGE CORPORATION (C&F), Virginia Corporation and BRYAN McKERNON (McKernon):

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