Exhibit 10.7(c)


 


	
  COASTAL CAROLINA
  BANCSHARES, INC.

  2305 OAK STREET

  MYRTLE BEACH, SC 29577

  	
  SOUTH CAROLINA BANK AND
  TRUST, N.A.

  950 JOHN C. CALHOUN
  DRIVE

  PO BOX 9007

  ORANGEBURG, SC
  29116-9007

  	
  RESP CODE 660

  
	
  Loan Number                      

  
	
  Date

  	
  04.01.2008

  
	
  Maturity Date 04.01.2009

  
	
  Loan Amount $ 2,000,000.00

  
	
  Renewal Of                         

  
	
  BORROWER’S
  NAME AND ADDRESS

  “I” includes each
  borrower above, jointly and severally.

  	
  LENDER’S
  NAME AND ADDRESS

  “You” means the
  lender, its successors and assigns.

  	
   

  



 


For
value received, I promise to pay to you, or your order, at your address listed
above the PRINCIPAL sum of TWO MILLION NO/100
Dollars $ 2,000,000.00


 


o  Single
Advance: I will receive all of this principal sum on                                                   
.. No additional advances are contemplated under this note.


 


x  Multiple
Advance: The principal sum shown above is the maximum amount of
principal I can borrow under this note. On                                                    
I will receive the amount of $                      
and future principal advances are contemplated.


Conditions: The conditions for future advances are SEE
LINE OF CREDIT AGREEMENT DATED 04.01.2008: SEE COMMITMENT LETTER DATED
02.29.2008.


 


x  Open End
Credit: You and I agree that I may borrow up to the maximum amount
of principal more than one time. This feature is subject to all other
conditions and expires on 04.01.2009.


o  Closed End
Credit: You and I agree that I may borrow up to the maximum only one
time (and subject to all other conditions).


 


INTEREST: I
agree to pay interest on the outstanding principal balance from 04-01-2008 at
the rate of 4.000% per year until 04.02.2008.


 


x  Variable
Rate: This rate may then change as stated below.


 


x  Index Rate:
The future rate will be 1.500 PERCENT BELOW the following index rate: THE BASE
RATE ON CORPORATE LOANS POSTED BY AT LEAST 75% OF THE 30 LARGEST U.S. BANKS
KNOWN AS THE WALL STREET JOURNAL U.S. PRIME RATE.


o  No Index:
The future rate will not be subject to any internal or external index. It will
be entirely in your control.


x  Frequency
and Timing: The rate on this note may change as often as EVERY DAY
BEGINNING 04.02.2008.

A change in the interest rate will take effect ON THE SAME DAY.


x  Limitations:
During the term of this loan, the applicable annual interest rate will not be
more than N/A % or less than   4.000%. The rate may not change
more than                        
% each                      .


Effect of Variable Rate: A change in the interest rate will have the following effect on the
payments:


x  The amount of each scheduled
payment will change.               x The amount of the final payment will change.


o                                                                                                                                                                         .



 


ACCRUAL METHOD:
Interest will be calculated on a ACTUAL/360 basis.


 


POST MATURITY RATE: I agree to pay interest on the unpaid balance of this note owing after
maturity, and until paid in full, as stated below:


 


x  on the same fixed or variable
rate basis in effect before maturity (as indicated above).


o  at a rate equal to                                                                                                                                          .


 


x  LATE CHARGE:
If a payment is not made within 10 days after it is due, I agree to pay a late
charge of 5.000% OF THE LATE AMOUNT WITH A MIN OF $25.00.


 


o  ADDITIONAL
CHARGES: In addition to interest, I agree to pay the following
charges which o are o are
not included in the principal amount above:                                                  .


 


PAYMENTS: I
agree to pay this note as follows: 


 


MONTHLY
PAYMENTS OF ACCRUED INTEREST CALCULATED ON THE AMOUNT OF CREDIT OUTSTANDING
BEGINNING ON 05.01.2008 AND PRINCIPAL DUE ON 04.01.2009. THIS IS A VARIABLE
RATE LOAN AND THE PAYMENT AMOUNTS MAY CHANGE. THE FINAL PAYMENT
MAY ALSO CHANGE. 


 


ADDITIONAL TERMS: THIS NOTE IS SUBJECT TO AND GOVERNED BY THE TERMS AND CONDITIONS OF
THAT CERTAIN COMMITMENT LETTER BY AND BETWEEN BORROWER AND LENDER DATED
02.29.2008, ALL OF WHICH IS INCORPORATED HEREIN BY THIS REFERENCE. 


 


ALSO
SEE LINE OF CREDIT AGREEMENT DATED 04.01.2008 FOR ADDITIONAL TERMS AND
CONDITIONS. 


 


	
  o  SECURITY: This
  note is separately secured by (describe separate document by type and date):

   

   

  (This
  section is for your internal use. Failure to list a separate security
  document does not mean the agreement will not secure this note.)

  	
   

  	
  PURPOSE: The purpose of this loan is REVOLVING LINE
  OF CREDIT FOR START UP EXPENSES FOR NEW BANK AND NEW BANK HOLDING COMPANY.

   

  SIGNATURES: I AGREE TO THE TERMS OF THIS NOTE
  (INCLUDING THOSE ON PAGE 2). I have received a copy on today’s date. 

  COASTAL
  CAROLINA BANCSHARES, INC. 

  
	
  Signature
  for Lender 

  	
   

  	
   

  
	
   

  	
   

  	
        /s/
  Michael D. Owens

  
	
   

  	
   

  	
  BY:
  MICHAEL D. OWENS, CEO 

  
	
   

  	
   

  	
   

  
	
      /s/
  Alex Shuford 

  	
   

  	
   

  
	
  ALEX
  SHUFORD, EXECUTIVE VICE PRESIDENT

  	
   

  	
   

  



 


SOUTH
CAROLINA - UNIVERSAL NOTE 


©1984,
1991 Bankers Systems, Inc. St. Cloud, MN Form UN-SC 3/7/2002


 


1

















 


DEFINITIONS: As used on page 1, “x” means
the terms that apply to this loan. “I,” “me” or “my” means each Borrower who
signs this note and each other person or legal entity (including guarantors,
endorsers, and sureties) who agrees
to pay this note (together referred
to as), “You”
or “your” means the Lender and its successors and assigns.


 


APPLICABLE LAW:
The law of the state of South Carolina will govern this note. Any term of this
note which is contrary to applicable law will not be effective, unless the law
permits you and me to agree to such
a variation. If any provision of this agreement
cannot be enforced according to its terms,
this fact will not affect the enforceability of the remainder of this
agreement. No modification of this agreement may be made without your express
written consent. Time is of the
essence in this agreement.


 


COMMISSIONS OR OTHER REMUNERATION: I understand and agree that any insurance premiums
paid to insurance companies
as part of this note will involve money retained by you or paid back to you as
commissions or other remuneration.


 


In addition, I understand and agree that some other
payments to third parties as part of this note may also involve
money retained by you or paid back to you as commissions or other remuneration.


 


PAYMENTS: Each payment I make on this note will first reduce
the amount I owe you for charges
which are neither interest nor principal. The
remainder of each payment will then reduce accrued unpaid interest, and then
unpaid principal. If you and I agree to a different application of payments, we
will describe our agreement on this note. I may prepay a part of, or the entire balance
of this loan without penalty, unless we specify to the contrary
on this note. Any partial prepayment
will not excuse or reduce any later scheduled payment
until this note is paid in full (unless, when I make the prepayment, you and I
agree in writing to the contrary).


 


INTEREST: Interest accrues on the principal remaining unpaid
from time to time, until paid in full. If I receive the principal in more than one advance, each advance
will start to earn interest only when I receive the advance. The interest rate
in effect on this note at any given time will apply to the entire principal advanced
at that
time. Notwithstanding anything to the contrary, I do not agree to pay and you
do not intend to charge any rate of interest that is higher than the maximum
rate of interest you could charge under applicable law for the
extension of credit that is agreed to here (either before or after maturity).
If any notice of interest accrual is sent and is in error, we mutually agree to
correct it, and if you actually
collect more interest than allowed by law
and this agreement, you agree to refund it to me.


 


INDEX
RATE: The Index will serve
only as a device
for setting the rate on this note. You do not guarantee by selecting this index,
or the margin, that the rate on this note will be the same rate you charge on
any other loans or class of loans to
me or other borrowers.


 


ACCRUAL METHOD: The amount of interest that I will pay on this loan
will be calculated using the interest rate and accrual method stated on page 1 of this
note. For the purpose of interest calculation, the accrual method will
determine the number of days in a “year.” If no accrual method is stated, then
you may use any reasonable accrual
method for calculating
interest.


 


POST MATURITY RATE:  For purposes of deciding when the “Post Maturity
Rate” (shown on page 1) applies, the term “maturity” means the date of the last
scheduled payment indicated on
page 1 of this note or the date
you accelerate payment on the note, whichever is earlier.


 


SINGLE ADVANCE
LOANS: If this is a single advance
loan, you and I expect that you will make only one advance of principal.
However, you may add other amounts to the principal if you make any payments
described in the “PAYMENTS BY LENDER” paragraph below.


 


MULTIPLE
ADVANCE LOANS: If this
is a multiple advance loan, you and I expect that you will make more than one
advance of principal. If this is closed and credit, repaying a part of the
principal will not entitle me to additional credit.


 


PAYMENTS BY LENDER: If you are authorized
to pay, on my behalf, charges I am obligated to pay (such as property insurance premiums), then you may treat those payments made by you as advances and add them
to the unpaid principal under this note, or you may demand immediate payment of
the charges.


 


SET-OFF: I agree that you may set off any amount due and
payable under this note against any right I have to receive money
from you.


 


“Right
to receive money from you” means:


 


(1) any
deposit account balance I have with you;


 


(2)
any money owed to me on an item presented to you or in your possession for
collection or exchange; and


 


(3) any repurchase
agreement or other nondeposit obligation.


 


“Any amount due and payable under this note” means
the total amount of which you are entitled to demand payment under the terms of
this note at the time you set off. This total includes any balance the due date
for which you properly accelerate under this note.


 


If my right to receive money from you is also owned
by someone who has not agreed to pay this note, your right of set-off will
apply to my interest in the obligation and to any other amounts I could withdraw
on my sole request or endorsement. Your right of set-off does not apply to an account or other obligation where my rights are
only as a representative. It also does not
apply to any Individual Retirement
Account or other tax-deferred
retirement account.


 


You will not be liable for the dishonor of any
check when the dishonor occurs because you set off this debt against any
of my accounts. I agree to hold you harmless from any such claims arising as
a result of your exercise of your right of set-off.


 


REAL ESTATE OR RESIDENCE SECURITY: If
this note is secured by real estate or
a residence that is personal property, the existence of a default and your remedies for such a default will be determined by applicable
law, by the terms of any separate instrument creating
the security interest and, to the extent not prohibited by
law and not contrary to the terms of
the separate security instrument, by the “Default” and “Remedies” paragraphs
herein.


 


DEFAULT: I will be
in default if any one or more of the following occur: (1) I fail
to make a payment on time or in the amount due; (2) I fail to keep the property
insured, if required; (3) I fail to pay, or keep any promise, on any debt or
agreement I have with you; (4) any other creditor of mine attempts to collect
any debt I owe him through court proceedings; (5) I die, am declared incompetent, make an assignment for the benefit of creditors, or become
insolvent (either because
my liabilities exceed my assets or I am unable to pay my debts as they become
due); (6) I make any written statement or provide any financial information
that is untrue or inaccurate at the time it was provided; (7) I do or fail
to do something which causes you to believe that you will have difficulty
collecting the amount I owe you; (8) any collateral securing this note is used in a
manner or for a purpose which threatens confiscation by a
legal authority; (9) I change my name or assume an additional name without
first notifying you before making such a change; (10) I fail to plant, cultivate and harvest crops in due season if I am a producer of crops; (11) any loan proceeds are used for a purpose that will contribute
to excessive erosion of highly erodible land or to the
conversion of wetlands to produce an agricultural commodity, as further explained
in 7 C.F.R. Part 1940, Subpart G,
Exhibit M.


 


REMEDIES: If I am in default on this note
you have, but are not limited to, the
following remedies:


 


	
  (1)

  	
   

  	
  You may demand immediate payment of all I owe you under this note (principal, accrued unpaid interest and other accrued charges).

  
	
   

  	
   

  	
   

  
	
  (2)

  	
   

  	
  You may set off this debt against any right I have to the payment of money from you, subject to the terms of the “SET-OFF” paragraph herein.

  
	
   

  	
   

  	
   

  
	
  (3)

  	
   

  	
  You may demand security, additional security, or additional
  parties to be obligated to pay this note as a condition for not using any
  other remedy.

  
	
   

  	
   

  	
   

  
	
  (4)

  	
   

  	
  You may
  refuse to make advances to me or allow purchases on credit by me.

  
	
   

  	
   

  	
   

  
	
  (5)

  	
   

  	
  You may use
  any remedy you have under state or federal law.

  



 


By selecting any one or more of these remedies you
do not give up your right to later use any other remedy. By waiving your right
to declare an event to be a
default, you do not waive your right
to later consider the event as a default if it continues or happens again.


 


COLLECTION COSTS AND ATTORNEY’S FEES: I
agree to pay all costs of collection,
replevin or any other or similar type of cost if I am in default. In addition,
if you hire an attorney to collect this note, I also agree to pay
any fee you incur with such attorney plus court costs (except where prohibited by law). To the extent permitted by the
United States Bankruptcy Code, I also agree to pay the reasonable attorney’s fees and costs
you incur to collect this debt as awarded by
any court exercising jurisdiction under the
Bankruptcy Code.


 


WAIVER: I give up my rights to require you to do certain things, I will not require you to:


 


	
  (1)

  	
   

  	
  demand payment of amounts due (presentment);

  
	
   

  	
   

  	
   

  
	
  (2)

  	
   

  	
  obtain official certification of
  nonpayment (protest); or

  
	
   

  	
   

  	
   

  
	
  (3)

  	
   

  	
  give notice
  that amounts due have not been paid (notice of dishonor).

  



 


I waive
any defenses I have based on suretyship or impairment of collateral.


 


OBLIGATIONS
INDEPENDENT: I
understand that I must pay this note even if
someone else has also agreed to pay it (by, for example, signing this form or a
separate guarantee or endorsement). You may sue me alone, or anyone else who is
obligated on this note, or any number of us together, to collect this note. You
may without notice release any party
to this agreement without releasing any other
party. If you give up any of your rights, with or without notice, it will not affect
my duty to pay this note. Any extension of new credit to any of us, or renewal of this note by all or less than all of us will not release
me from my duty to pay it. (Of course, you are entitled to only one payment in
full.) I agree that you may at your
option extend this note or the debt represented
by this note, or any portion of the
note or debt, from time to time without limit or notice and for any term
without affecting my liability for payment of the note. I will not assign my
obligation under this agreement without your prior written approval. You may,
without notice, fail to perfect your security interest in, impair, or release
any security and I will still be obligated to pay this loan.


 


FINANCIAL
INFORMATION: I agree to provide you, upon request, any financial
statement or information you may deem
necessary. I warrant that the financial statements and information I provide to you are or will be
accurate, correct and complete.


 


NOTICE: Unless otherwise required by law, any notice to me shall be
given by delivering it
or by mailing it by first class mail addressed to me at my last known address.
My current address is on page 1. I agree to inform you in writing of any change
in my address. I will give any notice to you by mailing it first class to your
address stated on page 1 of this agreement, or to any other address that you
have designated.


 


WAIVER OF
HEARING PRIOR TO IMMEDIATE POSSESSION: If this loan is for a business purpose
I agree to waive the right to five days’ notice and a preseizure
hearing prior to seizure of any
personal property which may secure this loan.


 


	
  DATE OF

  TRANSACTION

  	
   

  	
  PRINCIPAL

  ADVANCE

  	
   

  	
  BORROWER’S

  INITIALS

  (not required)

  	
   

  	
  PRINCIPAL

  PAYMENTS

  	
   

  	
  PRINCIPAL

  BALANCE

  	
   

  	
  INTEREST

  RATE

  	
   

  	
  INTEREST

  PAYMENTS

  	
   

  	
  INTEREST

  PAID

  THROUGH:

  
	
   

  	
   

  	
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