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Exhibit 10.7
December __, 2008
BY HAND DELIVERY
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[Insert Name of SEO]
Four Oaks Bank & Trust
6114 U.S. 301 South
Four Oaks, North Carolina 27524
Dear [Insert SEO's Name],
Four Oaks Fincorp, Inc. ("FOFN") anticipates entering into a
Securities Purchase
Agreement (the "Participation Agreement"), with the United States
Department of
Treasury ("Treasury") that provides for FOFN's participation in the
Treasury's
TARP Capital Purchase Program (the "CPP"). If FOFN participates in
the CPP, the
investment contemplated by the Participation Agreement will likely
occur during
the first quarter of 2009 but could close before December 31,
2008.
If FOFN does not participate in the CPP, this letter shall be of no
further
force and effect. Furthermore, if FOFN ceases to participate in the
CPP, this
letter shall be of no further force and effect as of the earliest
possible time
permitted following the "CPP Covered Period." A "CPP Covered
Period" for such
purposes shall be any period during which (A) you are a senior
executive officer
of FOFN or Four Oaks Bank & Trust (the "Bank") and (B) Treasury
holds an equity
or debt position acquired from FOFN in the CPP.
For FOFN to participate in the CPP and as a condition to the
closing of the
investment contemplated by the Participation Agreement, the Bank is
required to
establish specified standards for incentive compensation to senior
executive
officers and to make changes to its compensation arrangements. To
comply with
these requirements, and in consideration of the benefits that you
will receive
as a result of FOFN's participation in the CPP and other good and
valuable
consideration, you agree with the Bank as follows:
1.
No Golden
Parachute Payments. The Bank is prohibited from making any
golden parachute payment to you during any CPP Covered Period.
2.
Recovery of
Bonus and Incentive Compensation. Any bonus and incentive
compensation paid to you during a CPP Covered Period is subject
to
recovery or "clawback" by the Bank if the payments were based
on
materially inaccurate fin
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