Jimmy Tallent

AGREEMENT AND PLAN OF MERGER by and Between FOUR OAKS FINCORP, INC. And UNITED COMMUNITY BANKS, INC. June 26, 2017 (June 27th, 2017)

THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is made and entered into as of this 26th day of June, 2017, by and between FOUR OAKS FINCORP, INC., a North Carolina corporation ("Seller" and, unless the context otherwise requires, the term "Seller" shall include Seller and its wholly-owned subsidiary bank, FOUR OAKS BANK & TRUST COMPANY, a North Carolina bank (the "Bank")), and UNITED COMMUNITY BANKS, INC., a Georgia corporation ("Buyer").

AGREEMENT AND PLAN OF MERGER by and Between HCSB FINANCIAL CORPORATION and UNITED COMMUNITY BANKS, INC. April 19, 2017 (April 21st, 2017)

1933 Act 6 Acquisition Proposal 8 Adverse Recommendation Change 7 Agreement 1 Allowance 21 Articles of Merger 1 Bank 1 Bank Merger 6 Bank Merger Agreement 6 Bank Stock 15 Buyer 1 Buyer 401(k) Plan 10 Buyer Bank 6 Buyer Exchange Act Reports 36 Buyer Registration Statement 6 Buyer Reports 36 Buyer Stock 2 Cancelled Shares 2 Certificate 2 Certificate of Merger 1 Claim 11 Closing 5 Closing Date 5 Closing Price 3 Code 1 Disclosure Memorandum 13 Dissenting Shares 3 Effective Time 1 Employee Benefits 10 ERISA 28 ERISA Affiliate 28 ERISA Plans 28 Exchange Act 19 Exchange Agent 3 Exchange Fund 3 Exchange Ratio 2 FDIC 19 Federal Reserve 19 GAAP 14 GDB

First Supplemental Indenture (August 14th, 2015)

FIRST SUPPLEMENTAL INDENTURE (this "First Supplemental Indenture"), dated as of August 14, 2015, between UNITED COMMUNITY BANKS, INC., a Georgia corporation (the "Company"), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national association, as trustee (the "Trustee").

Second Supplemental Indenture (August 14th, 2015)

SECOND SUPPLEMENTAL INDENTURE (this "Second Supplemental Indenture"), dated as of August 14, 2015, between UNITED COMMUNITY BANKS, INC., a Georgia corporation (the "Company"), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national association, as trustee (the "Trustee").

UNITED COMMUNITY BANKS, INC. AMENDED AND RESTATED 2000 KEY EMPLOYEE STOCK OPTION PLAN STOCK OPTION AGREEMENT (Nonqualified Stock Option - Executive Officer) (August 7th, 2009)

THIS OPTION AGREEMENT (the "Agreement") is entered into as of the ____ day of ______________, _______, by and between UNITED COMMUNITY BANKS, INC., a Georgia corporation (the "Company"), and the individual designated above (the "Optionee").

UNITED COMMUNITY BANKS, INC. AMENDED AND RESTATED 2000 KEY EMPLOYEE STOCK OPTION PLAN STOCK OPTION AGREEMENT (Incentive Stock Option - Executive Officer) (August 7th, 2009)

THIS OPTION AGREEMENT (the "Agreement") is entered into as of the ____ day of ______________, _______, by and between UNITED COMMUNITY BANKS, INC., a Georgia corporation (the "Company"), and the individual designated above (the "Optionee").

AMENDED AND RESTATED 2000 KEY EMPLOYEE STOCK OPTION PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (Executive Officer) (August 7th, 2009)

THIS AGREEMENT (the "Agreement") is entered into as of the ________ day of ________, ____, by and between UNITED COMMUNITY BANKS, INC., a Georgia corporation (the "Company"), and the individual designated above (the "Grantee").

MODIFIED RETIREMENT PLAN (As Amended and Restated Effective as of January 1, 2005, Except Where Otherwise Noted) (February 27th, 2009)

Pursuant to the authorization of its Board of Directors, UNITED COMMUNITY BANKS, INC. ("the Company"), a Georgia bank holding company located in Blairsville, Georgia, established the United Community Banks Modified Retirement Plan (the "Plan"), effective as of January 1, 2004. The Company does hereby amend and restate the Plan, effective as of January 1, 2005, except where a different effective date is indicated for a specific provision (each such date is referred to as an "Effective Date"), and subject to the transition rules of Section 409A.

Employment Agreement (February 27th, 2009)

THIS EMPLOYMENT AGREEMENT (the "Agreement") is made as of the 5th day of February, 2007 by and among United Community Bank (the "Bank"), a state bank organized under the laws of the State of Georgia; United Community Banks, Inc., a bank holding company incorporated under the laws of the State of Georgia (the "Company") (collectively, the Bank and the Company are referred to hereinafter as the "Employer"), and Glenn S. White, a resident of the State of Georgia (the "Executive").

Deferred Compensation Plan (February 27th, 2009)

Pursuant to the authorization of its Board of Directors, UNITED COMMUNITY BANKS, INC. ("the Company"), a Georgia Corporation, does hereby amend and restate the United Community Banks Deferred Compensation Plan (the "Plan"), effective as of January 1, 2005, except where a different effective date(s) is indicated for a provision (each such date is referred to as the "Effective Date"), and subject to the transition rules of Section 409A.

Securities Purchase Agreement Standard Terms (December 5th, 2008)

WHEREAS, the United States Department of the Treasury (the "Investor") may from time to time agree to purchase shares of preferred stock and warrants from eligible financial institutions which elect to participate in the Troubled Asset Relief Program Capital Purchase Program ("CPP");

Articles of Amendment of United Community Banks, Inc. (December 5th, 2008)

The Restated Articles of Incorporation, as amended, of the corporation are amended by adding the powers, rights, and preferences, and the qualifications, limitations, and restrictions thereof, of the Fixed Rate Cumulative Perpetual Preferred Stock, Series B as set forth in Exhibit A attached hereto.

United Community Banks, Inc. Amendment to Award Agreements (February 5th, 2008)

THIS AMENDMENT is made as of the 31st day of January, 2008 by and between UNITED COMMUNITY BANKS, INC., a Georgia corporation, (the "Company") and THOMAS C. GILLILAND (the "Grantee").

AMENDMENT NO. 1 TO THE AMENDED AND RESTATED UNITED COMMUNITY BANKS, INC. 2000 KEY EMPLOYEE STOCK OPTION PLAN (As Amended and Restated Effective as of March 15, 2007) (April 13th, 2007)

THIS AMENDMENT NO. 1 is hereby made and entered into this 13th day of April, 2007, by UNITED COMMUNITY BANKS, INC. (the Company), to be effective as of March 15, 2007.

United Community Banks, Inc. Change in Control Severance Agreement (March 1st, 2006)

THIS AGREEMENT (the Agreement), made and entered into as of this 28 day of February 2006, by and between UNITED COMMUNITY BANKS, INC., a Georgia Corporation (the Company), and GUY W. FREEMAN (Executive).

Number of Shares Vesting Date - ---------------- ---------------- (May 17th, 2005)

Contract (May 17th, 2005)

EXHIBIT 10.4 AMENDMENT NO 1 TO UNITED COMMUNITY BANKS DEFERRED COMPENSATION PLAN THIS AMENDMENT made as of this 13th day of May, 2005 by UNITED COMMUNITY BANKS, INC. (the "Company"); W I T N E S S E T H WHEREAS, the Company established the United Community Banks, Inc. Deferred Compensation Plan (the "Plan"), effective as of October 21, 2004, for purposes of providing directors and a select group of management with additional retirement benefits; and WHEREAS, the Company now desires to amend the Plan to permit additional individuals to participate and to make deferrals, and to confirm that common stock of the Company can be an Investment Option under the Plan; NOW, THEREFORE, the Company hereby amends the Plan as follows: 1. Article I is hereby amended by addi

Contract (March 8th, 2004)

EXHIBIT 10.5 AMENDED AND RESTATED LOAN AND STOCK PLEDGE AGREEMENT THIS AMENDED AND RESTATED LOAN AND STOCK PLEDGE AGREEMENT (the "Agreement"), entered into as of June 27, 2003, as amended and restated as of October 30, 2003, between UNITED COMMUNITY BANKS, INC., a Georgia corporation (the "Borrower"), and THE BANKERS BANK, a Georgia Banking corporation (the "Lender"). On June 27, 2003, Borrower and Lender entered into a Loan and Stock Pledge Agreement (the "Original Loan Agreement") pursuant to which the Borrower borrowed the principal amount of up to FORTY MILLION AND NO/100 ($40,000,000.00) DOLLARS from the Lender (the "Loan"), which Loan is evidenced by the Promissory Note dated June 27, 2003, and amended this date (as amended, the "Note"). The Lender is willing to continue to make the Loan to the Borrower on the terms and conditions described below. The Borrower and Lender agree that the payment and perform

(C)1999 Bank Compensation Strategies (May 10th, 2002)

This document is provided to assist your legal counsel in documenting your specific arrangement. It is not a form to be signed, nor is it to be construed as legal advice. Failure to accurately document your arrangement could result in significant loges, whether from claims of those participating in the arrangement, from the heirs and beneficiaries of participants, or from regulatory agencies such as the fraternal Revenue Service and the Department of Labor. License is hereby granted to your legal counsel to use these materials in documenting solely your arrangement.

(C)1999 Bank Compensation Strategies (May 10th, 2002)

This document is provided to assist your legal counsel in documenting your specific arrangement. It is not a form to be signed, nor is it to be construed as legal advice. Failure to accurately document your arrangement could result in significant loges, whether from claims of those participating in the arrangement, from the heirs and beneficiaries of participants, or from regulatory agencies such as the fraternal Revenue Service and the Department of Labor. License is hereby granted to your legal counsel to use these materials in documenting solely your arrangement.

United Community Banks, Inc. Executive Revenue Neutral Retirement Agreement (May 10th, 2002)

THIS AGREEMENT is made this 13th day of March, 2000, by and between the UNITED COMMUNITY BANKS, INC., located in Blairsville, Georgia (the "Corporation"), and JIMMY C. TALLENT (the "Executive"). This agreement shall be effective as of January 1, 1999.

Share Purchase Agreement (March 15th, 2002)

THIS SHARE PURCHASE AGREEMENT (the Agreement) is made as of September 28, 2000, by and among United Community Banks, Inc., a Georgia corporation (United), United Community Bank, a Georgia bank (UCB), Brintech, Inc., a Florida Corporation (the Company), Harold Brewer, a resident of the State of Florida (Brewer), and Ross Whipple, a resident of the State of Arkansas (Whipple and, collectively with Mr. Brewer, the Shareholders).

United Community Banks, Inc. Change in Control Severance Agreement (March 15th, 2002)

THIS AGREEMENT (the "Agreement"), made and entered into as of this 7th day of June, 2001, by and between UNITED COMMUNITY BANKS, INC., a Georgia Corporation (the "Company"), and Rex S. Schuette ("Executive").

United Community Banks, Inc. Change in Control Severance Agreement (August 14th, 2001)

THIS AGREEMENT (the "Agreement"), made and entered into as of this 7th day of June, 2001, by and between UNITED COMMUNITY BANKS, INC., a Georgia Corporation (the "Company"), and Guy W. Freeman ("Executive").

United Community Banks, Inc. Change in Control Severance Agreement (August 14th, 2001)

THIS AGREEMENT (the "Agreement"), made and entered into as of this 7th day of June, 2001, by and between UNITED COMMUNITY BANKS, INC., a Georgia Corporation (the "Company"), and Rex S. Schuette ("Executive").