Exhibit 10.3


 


THIS EMPLOYMENT AGREEMENT IS SUBJECT TO ARBITRATION PURSUANT TO THE
SOUTH CAROLINA UNIFORM ARBITRATION ACT, SECTION 15-48-10 ET SEQ., AS
AMENDED.


 


EMPLOYMENT
AGREEMENT


 


THIS EMPLOYMENT AGREEMENT (this “Agreement”)
is made as of the 17th day of April, 2008, by and between Coastal Carolina Bancshares, Inc.,
a South Carolina corporation (the “Company”), and Holly L. Schreiber (“Employee”)
to be effective as of the date hereof.  Upon the formation of the Company’s proposed
national bank association subsidiary (the “Bank”), the Bank shall become
party hereto pursuant to the provisions set forth herein.  The Company and the Bank are collectively
referred to herein as “Employer”).


 


W  I  T  N  E  S  S  E  T
H


 


WHEREAS, the Company (as successor by merger
to Coastal Carolina Dream Team, LLC) and the Employee are parties to an employment
agreement dated February 14, 2008 (the “Current Agreement”); and


 


WHEREAS, the Company and the Employee desire
to terminate the Current Agreement and replace it with this Agreement which
shall amend and restate in its entirety the Current Agreement.


 


NOW THEREFORE, in consideration of the mutual
covenants and agreements set forth herein and intending to be legally bound
hereby, the parties agree as follows:


 


1.             Termination
of Current Agreement; Position and Duties.  The Current Agreement
is hereby terminated effective as of the date hereof and amended, restated and
replaced with this Agreement.  Employer
agrees to employ Employee as the Chief Financial Officer (“CFO”) of the Company
and, effective upon the date the Bank receives its charter from the Office of
the Comptroller of the Currency (the “OCC”) of the Bank.


 


As the CFO of the Company and the Bank, Employee
will have such managerial and operational duties as directed by the President
and Chief Executive Officer (“CEO”) of the Company.  Further, Employee agrees to serve, without
additional compensation, if elected, in any other senior executive position of
the Company or the Bank that may be reasonably required of her, including as an
officer or director or both of any subsidiary or affiliate of the Company or
the Bank in accordance with Section 7 below.  The Employee, shall at all times, comply with
all laws, rules and regulations which may be applicable to the Employer.


 


Employee shall devote her full-time and best
efforts to her employment with the Employer and shall apply substantially that
degree of skill and diligence in rendering 


 

















 


services to
the Employer as would be applied by a person of ordinary prudence and comparable
experience under similar circumstances. 
Notwithstanding the foregoing, Employee may devote a reasonable amount
of her time to her personal investments and to civic and charitable activities;
provided, however, Employee shall not accept any position as a director of any
unaffiliated for-profit business organization without the prior approval of the
Company’s President and CEO.


 


2.             Compensation.


 


(a)  Annual Salary.  During the Term (as defined in Section 8),
Employee shall be entitled to receive an annual base salary of $150,000 per
year (the “Annual Salary”), payable in accordance with Employer’s
instituted payroll practice, prorated for any partial employment period. The
Annual Salary may be increased from time to time by the Board of Directors of
the Bank based on recommendation by the Bank’s CEO, but shall not be decreased
without the written consent of Employee. The CEO, in making any recommendation,
shall consider Employee’s annual performance in light of the specific goals and
objectives for Employee which shall be established annually in writing, after
consultation with the CFO.


 


(b)  Stock Options.  Upon the Company receiving approval from the
appropriate governmental regulatory agencies to acquire the Bank and the Company
selling stock in its initial public stock offering, Employee shall be entitled
to receive options for 20,000 shares of Company common stock, such options to
be granted to Employee on the date the Bank opens for business pursuant to the
terms of a to-be-established stock option plan.


 


The stock option agreement, when prepared,
shall provide, among other things, that Employee’s options, as above provided,
shall be subject to a five-year vesting period with 20 percent vesting each
year.


 


(c)  Equity-Based Compensation.  In each year of employment, Employee shall be
eligible to receive appropriate awards of stock options, restricted stock
and/or other equity-based compensation under such terms and conditions as
determined by the Company’s Board of Directors, in its sole discretion.


 


3.             Fringe
Benefits, Vacation Time, Expenses and Perquisites. 
During the Term:


 


(a)  Benefit Plan Participation.  Employer anticipates it will establish and
implement appropriate benefit plans and programs that will contain such terms
and conditions as are selected by the Company’s Board of Directors, in its
discretion.  Subject thereto, Employee
shall be eligible to participate in or receive benefits under all corporate
employee benefit plans made available by Employer to its executives and key
management employees.


 


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(b)  Vacation Time Allowances.  Employee shall be entitled each calendar year
to twenty (20) business days of vacation, prorated for any partial year, during
which time Employee’s compensation will continue to be paid.  Employee shall take ten (10) of the
twenty (20) vacation days consecutively each year. Unused vacation days shall
not accumulate from year to year.


 


(c)  Business Expense Reimbursement.
 Employee shall be entitled to receive prompt
reimbursement for all reasonable expenses incurred by her (in accordance with
the policies and procedures established by Employer) in performing services
hereunder, provided that Employee properly accounts therefore in accordance
with Employer policy.


 


(d)  Relocation Payments.  To facilitate Employee’s relocation to Myrtle
Beach for her employment hereunder, Employee shall be reimbursed up to $1,200
per month for her secondary housing expense, being her monthly rental expense, until
the end of three (3) months following the first date that the Bank opens
to the public for business, but no longer than the last day in December 2008.
 Additionally, Employee’s reasonable
moving expenses to relocate her furnishings to Myrtle Beach, South Carolina
shall be paid by Employer as will the real estate commission and closing costs
for the sale of Employee’s home in Charlotte, North Carolina.


 


(e)  Club Dues.  Employer will have available a membership in
the Dunes Club which Employee can utilize and Employer will pay the membership
dues.   Further, Employer will pay dues
for other approved community organizations.


 


(f)  Cell Phone.  Employer will provide Employee with a cell
phone and shall pay the monthly fees in connection therewith.


 


(g)  Health Insurance.  Employee, upon being eligible, may participate
in the Employer’s health care plan and other related benefits. Until a health
insurance group policy is available to Bank employees, Employer shall reimburse
Employee for her monthly COBRA payments that she submits to an insurance
company for continuing health insurance coverage.


 


(h)  Professional Dues.  Employer will pay the training costs,
licensing fees, and professional dues to maintain Employee’s Certified Public
Accountant designation.


 


4.             Confidential
Information and Restrictive Covenants.   Employee
acknowledges that she has performed services or will perform services hereunder
which directly affect the Employer’s business. Accordingly, the parties deem it
necessary to enter into the protective provisions set forth below, the terms
and conditions of which have been negotiated by and between the parties hereto.


 


(a)  Non-Competition.  Employee expressly covenants and agrees that
during the Term and for a period of eighteen (18) full months after termination
of her association with the Employer, for any reason other than pursuant to
subsection (d), (e), (g) or (h) of Section 9 hereof, Employee
shall not directly or indirectly, either as a principal, agent,


 


3

















 


employee,
employer, stockholder, organizer, director, co-partner or in any other
individual or representative capacity whatsoever, engage in the banking and
financial services business, which includes, but is not limited to, the
commercial banking, insurance agency, wealth management, trust, savings and
loan, and mortgage banking businesses, and any other business in which the
Employer or any of its subsidiaries is engaged, or efforts to organize a
banking or other financial services business, anywhere within Horry,
Georgetown, Florence, and Williamsburg Counties in South Carolina and Brunswick
and Pender Counties in North Carolina; provided, however, that Employee shall
not be prohibited hereunder from passively investing in a business similar to
the banking and other financial business activities of the Employer or any of
its subsidiaries, if such investment is limited to less than one percent of the
capital stock or other securities of any such corporation or other entity.


 


(b)  Non-Solicitation of Employees.
 Employee agrees that, during the Term
and for a period of eighteen (18) full months thereafter she will (i) not
solicit, entice, persuade or induce any other employee of the Employer or any
of its subsidiaries to leave the employ or association of such entity, and (ii) refrain
from recruiting or hiring, or attempting to recruit or hire, directly or by
assisting others, any individual who is employed by the Employer or any of its
subsidiaries at the time of the attempted recruiting or hiring.


 


(c)  Non-Solicitation of Customers.
 Employee agrees that, during the Term
and for a period of eighteen (18) full months thereafter, she will not,
directly or indirectly, solicit any business from any of the customers of the
Employer or any of its subsidiaries, or actively seek prospective customers of
the Employer or any of its subsidiaries, with whom Employee had material direct
or indirect contact within the last twenty-four (24) months of Employee’s
association hereunder for purposes of providing products or services that are
similar to or competitive with those provided by the Employer or any of its
subsidiaries, if the Employer or any of its subsidiaries is also then still
engaged in such business.


 


5.             Unauthorized
Disclosure.  Employee
shall not, without the written consent of the Board of Directors of the Company
or the Bank, or a person authorized thereby, knowingly disclose to any person,
other than an employee of Employer or a person to whom disclosure is reasonably
necessary or appropriate in connection with the performance by Employee of her
duties hereunder or as required by law, any material confidential information
obtained by her while in the employ of Employer with respect to any of Employer’s
services, products, improvements, formulas, designs or styles, processes,
customers, methods of distribution or any business practices the disclosure of
which she knows or reasonably should know will or is likely to be damaging to
Employer; provided, however, that confidential information shall not include
any information known generally to the public (other than as a result of
unauthorized disclosure by Employee) or any information of a type not otherwise
considered confidential by persons engaged in the same business or a business
similar to that conducted by Employer.


 


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The covenants contained in this Section 5
shall survive the termination of Employee’s employment hereunder for any reason
for a period of two years; provided, however, that with respect to those items of
confidential information which constitute a trade secret under applicable law,
Employee’s obligations of confidentiality and non-disclosure as set forth in this
Section 5 shall continue to survive after said two-year period to the
greatest extent permitted by applicable law. These rights of Employer are in
addition to those rights Employer has under the common law or applicable
statutes for the protection of trade secrets.


 


6.             Injunctive
Relief.  It is
understood and agreed by the parties hereto that the services to be rendered by
Employee hereunder are of a special, unique, extraordinary and intellectual
character, which gives them a peculiar value, the loss of which may not be
reasonably or adequately compensated in damages, and additionally that a breach
by Employee of the covenants set out in Sections 4 and 5 of this Agreement will
cause Employer great and irreparable injury and damage. Employee hereby
expressly agrees that Employer shall be entitled to the remedies of injunction,
specific performance and other equitable relief to prevent a breach of Section 4
or 5 of this Agreement by Employee. This provision shall not, however, be
construed as a waiver of any of the remedies which Employer may have for
damages or otherwise.


 


7.             Subsidiaries.  It is understood and agreed by the parties
hereto that, at the election and direction of Employer and without modification
of the terms and provisions hereof, Employee may also serve as an executive
officer or director or both of any one or more subsidiaries of the Company or
the Bank, when and as so determined by Employer.


 


8.             Term
of Employment.  Employee’s employment under this Agreement
shall be for a term commencing on the date hereof and ending on March 2,
2009 (the “Term”), unless sooner terminated in accordance with the provisions
of this Agreement. Thereafter, this Agreement (and the Term) will automatically
renew on March 3rd of each year for an additional 12 months unless
either party notifies the other party, in writing at least 45 days prior to the
end of the then existing Term, that Employee’s employment will terminate at the
end of the then existing Term. In the event of such notification, this
Agreement will expire at the end of the existing Term.


 


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9.             Termination of Employment.


 


(a)  General;
Termination Upon Death.  Upon
termination of Employee’s employment for any reason, Employee or, in the event
of Employee’s death, Employee’s estate shall be entitled to Employee’s Annual
Salary prorated through the date of termination. Any other payments or benefits
earned by or owed to Employee hereunder at the time of termination of
employment, but not yet paid to Employee, shall be paid to Employee or her
estate at such time as is provided by the terms of the applicable Employer plan
or policy. Employee’s right to any additional payments and benefits for periods
after the date of termination of employment shall be determined in accordance
with the applicable provisions of this Section 9.


 


(b)  Termination Upon Disability of
Employee.  After Employee has
commenced employment with the Employer, Employer or Employee may terminate
Employee’s employment hereunder upon written notice to the other party if by
reason of Employee’s physical or mental impairment (a “disability”),
Employee is incapable of performing substantially all of her duties hereunder
for a period of 90 consecutive days or a total of 150 days in any 12-month
period. Upon termination for permanent and total disability as defined in Section 22(e)(3) of
the Internal Revenue Code of 1986, as amended, or any successor thereto (the “Code”),
all unvested options shall vest. If any disagreement concerning whether
Employee has suffered a “disability” (as used in this subsection (a)) occurs
between Employee and Employer, Employee (or her spouse or personal
representative if Employee is unable to communicate with reason) shall select a
physician, and Employer shall select a physician. Such physicians shall select
a third physician, and the three physicians shall then determine by majority
vote whether Employee is disabled (as used in this Section). The decision of a
majority of such physicians shall be binding on Employer and Employee.


 


(c)  Termination of Employee for
Cause.  The occurrence of any of the
following events or circumstances shall constitute “Cause” for the termination,
at the election of Employer, of the employment of Employee under this
Agreement:


 


 


(i)  conduct
by Employee, or as a result of Employee’s direction, of a willful act
(including, without limitation, a dishonest or fraudulent act) or a grossly negligent
act, or the willful or grossly negligent omission to act, by the Employee,
which is intended to cause, causes or is reasonably likely to cause harm to the
Employer (including harm to its business reputation);


 


(ii)  the
indictment or the arrest of Employee for the commission or perpetration by the
Employee of any felony, or any act involving dishonesty, moral turpitude or
fraud;


 


(iii)  the
receipt of any form of notice, written or otherwise, that any regulatory agency
having jurisdiction over the Employer intends to institute any form of formal
or informal regulatory action against the 


 


6

















 


Employee or
the Employer (provided, that the respective Board of Directors determines, in
good faith, that the subject matter of such action involves acts or omissions
by or under the supervision of the Employee or that termination of the Employee
would materially advance the Employer’s compliance with a concern prompting
such regulatory action or would materially assist the Employer or the Bank in
avoiding or reducing the restrictions or adverse affects to the Employer or the
Bank related to the regulatory action);


 


(iv) 
knowing violation by Employee of any federal or state banking or securities law
or regulation which is material to the Bank or its operations, or Employee’s
act or omission which he reasonably should have known violated any such law or
regulation;


 


(v)  Employee’s
refusal to perform a duly authorized directive of the CEO;


 


(vi)  Any
other material breach by the Employee of this Agreement that, if susceptible of
cure remains uncured for 10 days following notice to the Employee of such
breach; or


 


(vii)  Employee
exhibits a standard of behavior within the scope of her employment that is materially
disruptive to the orderly conduct of the Employer’s business operations
(including, without limitation, substance abuse or sexual misconduct) to a
level which, in good faith and the reasonable judgment of the CEO, is
detrimental to the Employer’s best interests, that if susceptible of cure
remains uncured for 10 days following written notice to the Employee of such
specific inappropriate behavior.


 


Provided, however, that with respect to the conditions described in
items (i), (iii), (iv), (v), (vi) or (vii) of the foregoing, no
termination shall be made unless the Employer has provided written or
electronic notice to Employee of the existence of such condition and Employee
has been granted a reasonable opportunity to appear before the applicable Board
of Directors in order to respond to such determination.


 


Upon the termination of Employee’s employment
under this Section 9(c), no additional benefits or monies shall be due
Employee other than those accrued or vested hereunder or under any benefit
plans of Employer as of the date of termination. In addition, in the event that
Employer terminates Employee’s employment under this Section 9(c) and
any act or omission of Employee constituting Cause results in material economic
harm to the Employer or in reputational harm causing material injury to the
Employer, then, notwithstanding anything to the contrary herein, but only to
the extent permitted by law and the provisions of the Employer’s plan or
program, as of the date of termination (i) Employer shall have no further
obligations to make any payments or provide any benefits to Employee, her
estate, or her dependents hereunder or under any compensatory or benefit plan
or arrangement of Employer, and (ii) all outstanding 


 


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nonvested options
to purchase shares of the Company’s common stock granted by the Company to
Employee shall immediately expire.


 


In the event that Employer discharges
Employee under this Section 9(c) and it is subsequently determined,
pursuant to Section 10, that the termination was without cause, then such
discharge shall be deemed a discharge without Cause subject to the provisions
of Section 9(d) hereof.


 


(d)  Termination by Employer Without
Cause.  Employer may terminate
Employee’s employment hereunder at any time without Cause by written notice to
Employee, in which event Employer shall continue to pay Employee her Annual
Salary, in effect immediately prior to such termination, for an additional
twelve (12) months thereafter. Such Annual Salary shall be paid in monthly
installments unless Employer, in its discretion, determines otherwise.  In the event Employee becomes employed at any
time during the twelve (12) months, then her compensation from Employer shall
be set off by the compensation relating to Employee’s new employment.


 


(e)  Termination by Employee For Good
Reason.  In the event Employee
terminates her employment for Good Reason, Employer shall continue to pay
Employee her Annual Salary, as in effect immediately prior to such termination
for an additional twelve (12) months.  In
the event Employee becomes employed at any time during the twelve (12) months,
then her compensation from Employer shall be set off by the compensation
relating to Employee’s new employment. 
For purposes of this Agreement, the term “Good Reason” shall mean:


 


(i)  a
substantial alteration in the nature or status of Employee’s responsibilities
which renders Employee’s position to be of materially less dignity, responsibility
or scope, other than any such alteration implemented with Employee’s consent;


 


(ii)  Employer
requiring Employee to be based anywhere other than the Company’s or the Bank’s
principal executive offices; or


 


(iii) 
any material breach by Employer of its obligations contained in this Agreement.


 


(f)  Termination by Employee Without
Good Reason.  In the event Employee
terminates her employment with Employer for any reason (including retirement)
other than Good Reason, Employee shall give Employer at least ninety (90) days
notice of Employee’s intention to terminate her employment without Good Reason,
and Employer may elect at its option and at any time to accept such termination
at a date sooner than such ninetieth day. Employee shall be entitled to all
compensation and benefits due under this Agreement through such termination
date. Thereafter no additional benefits or monies shall be due Employee, her
estate, or her dependents, other than those accrued hereunder or under any
benefit plans of Employer as of the date of termination.


 


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(g)  Termination Related to
Noncommencement of Banking Operations.  Employee’s employment and her right to
compensation, salary, and/or benefits, shall cease at the earliest of (i) June 30,
2009, in the event that on such date the Company does not have a subsidiary
actively engaged in the commercial banking business; (ii) receipt of
notice from the OCC that the application to form a national bank has been
denied, or that the OCC has declined to approve any portion of this Agreement
for which the OCC’s approval is required; (iii) receipt of notice from the
FDIC that the application for deposit insurance for the Bank has been denied,
or that the FDIC has declined to approve any portion of this Agreement for
which the FDIC’s approval is required; (iv) the Company’s receipt of
notice from the Federal Reserve that its application to acquire the Bank and
become a bank holding company has been denied; or (v) receipt of notice
from the OCC or the FDIC that Employee’s employment as CFO of the Company and
the Bank is not approved.


 


(h)  Termination Related to
Securities Offering.  Employee’s
employment and Employee’s right to compensation, salary, including salary
continuation, and/or benefits shall cease, at the Company’s option, at the end
of the thirtieth (30th) day after the date that the Company receives
information, from its advisors regarding the Company’s securities offering,
that the Company is not reasonably expected to raise the needed equity, as
determined necessary by the Company’s Board of Directors by June 30, 2009
on terms acceptable to the Company.


 


(i)  Effect of Termination on Other
Positions.  If, on the date of her
termination of employment with Employer, Employee is a member of the Board of
Directors of the Company or any of its subsidiaries, or holds any other
position with the Company or any of its subsidiaries, Employee shall be deemed
to have resigned from all such positions as of the date of her termination of employment
with Employer. Employee agrees to execute such documents and take such other
actions as Employer may request to reflect such resignation.


 


(j)  Vested Rights.  Nothing herein shall be construed as obviating
any vested rights of Employee in any vested stock options or other earned
benefits obtained during her employment. 
Employee shall have no less than ninety (90) days to exercise her vested
rights unless a different time period is set forth in the applicable plan or
agreement.  Further, subject to the terms
of the applicable plan or agreement in the event of Employee’s death, her total
and permanent disability as defined in Section 22(e)(3) of the Code,
her termination with Good Reason, or her termination without Cause, all
unvested options shall vest.  In the
event of Employee’s death, Employee’s estate shall have up to twelve (12)
months to exercise Employee’s rights unless a different time period is set
forth in an applicable plan or agreement.


 


(k)  Return of Materials.  Upon termination of employment, the Employee
shall leave with the Employer all business records, contracts, calendars,
telephone lists, rolodexes, and other business materials and records, including
any electronic data and data in any other medium, relating to the Employer and its
subsidiaries, its business or customers, including all physical, electronic,
and computer copies thereof, whether or not 


 


9

















 


the Employee
prepared such materials or records himself. 
Upon such termination, the Employee shall retain no copies of any such
materials.


 


(l)  Limitation on Obligation to Make
Payments.  Notwithstanding anything
herein the Employer shall not have any obligation to make any payments to the
Employee if such payments would be prohibited under 12 CFR 359.


 


10.          Arbitration.
 Except as otherwise
provided herein, in the event of any controversy, dispute or claim arising out
of, or relating to this Agreement, or the breach thereof, or arising out of any
other matter relating to Employee’s employment, the parties agree that such
controversy, dispute or claim shall be settled by arbitration, conducted in
Horry County, South Carolina, in accordance with this Section 10 and the
Commercial Arbitration Rules of the American Arbitration Association (“AAA”).
The matter shall be heard and decided, and awards rendered by a panel of three
arbitrators (the “Arbitration Panel”). The Employer and Employee shall
each select one arbitrator from the AAA National Panel of Commercial
Arbitrators (the “Commercial Panel”) and those two arbitrators shall
select a third arbitrator; provided, however, that in the event the two
arbitrators cannot agree on a third arbitrator, the AAA shall select a third
arbitrator from the Commercial Panel. The award rendered by the Arbitration
Panel shall be in writing, signed by at least two of the members of the
Arbitration Panel, and shall be based on the preponderance of the credible
evidence submitted to the Arbitration Panel and described or summarized in such
award. The award rendered by the Arbitration Panel shall be final and binding
as between the parties hereto and their heirs, executors, administrators,
successors and assigns, and judgment on the award may be entered by any court
having jurisdiction thereof. The Employer and Employee will each bear their own
costs for legal representation in any arbitration, except that the Arbitration
Panel will have the authority to award all remedies provided by applicable law,
including recovery of attorney fees when so provided by applicable law. All
arbitrators’ fees and other administrative fees in connection with any
arbitration hereunder will be allocated equally to and paid by the Employer and
Employee; provided, however, that the Arbitration Panel may require all or a
portion of such fees and expenses to be paid by Employee if the Arbitration
Panel determines that Employee’s position in the arbitration proceeding was
without merit.  Upon request of either
party, (i) the arbitrator may require that the subject arbitration
proceedings be kept confidential, and (ii) no party shall disclose or
permit the disclosure of any information produced or disclosed in the
arbitration proceedings until the award is final.  A party shall not be prevented from seeking
temporary injunctive relief before a court of competent jurisdiction in an
emergency or other urgent or exigent situation, but responsibility for
resolution of any disputes shall be appropriately transferred to the arbitrator
upon appointment in accordance with the provisions hereof.


 


11.          Miscellaneous.


 


(a)  Notices.  Any notices required or permitted to be given
under this Agreement shall be sufficient if in writing, and if personally
delivered, sent by confirmed electronic transmission, or sent by first class
certified or registered mail, postage prepaid, return receipt requested — in
the case of Employee, to her residence address as set forth in the


 


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books and
records of Employer, and in the case of Employer, to the address of the Company’s
principal place of business, in care of the CEO and the Chairman of the Board
of Directors of the Company and the Bank — or to such other person or at such
other address with respect to each party as such party shall notify the other
in writing. Unless such notice provides for a later effective date, such
notices shall be deemed to be effective as of the earliest of (i) actual
receipt by the addressee, (ii) the first business day after the date of
electronic transmission thereof, or (iii) the second business day after
deposit of the same into a United States postal authority receptacle.


 


(b)  Assignment.  This
Agreement is personal and shall in no way be subject to assignment by Employee.
It shall be binding upon and shall inure to the benefit of Employer and
Employer’s successors and assigns, and its economic rights and benefits shall
inure to the benefit of Employee or
her heirs or duly constituted legal representatives.


 


(c)  Severability.  Except as noted below, should any provision of
this Agreement be declared or determined by any court of competent jurisdiction
or arbitrator to be unenforceable or invalid for any reason, the validity of
the remaining parts, terms, or provisions of this Agreement shall not be
affected thereby and the invalid or unenforceable part, term, or provision
shall be deemed not to be a part of this Agreement.


 


(d)  Reformation.  If any of the covenants or promises of this
Agreement are determined by any court of law or equity or arbitrator, with
jurisdiction over this matter, to be unreasonable or unenforceable, in whole or
in part, as written, Employee hereby consents to and affirmatively requests
that said court or arbitrator, to the extent legally permissible, reform the
covenant or promise so as to be reasonable and enforceable and that said court
or arbitrator enforce the covenant or promise as so reformed.


 


(e)  Waiver; Amendment.  No waiver in any instance by any party of any
provision of this Agreement shall be deemed a waiver by such party of such
provision in any other instance or a waiver of any other provision hereunder in
any instance.  This Agreement cannot be
amended except in writing signed by the party to be charged.


 


(f)  Governing Law.  This Agreement shall be governed by and
construed in accordance with the laws of the State of South Carolina.


 


(g)  Entire Agreement.  This Agreement contains the entire agreement
of the parties concerning the matters set forth herein, and all promises,
representations, understandings, arrangements and prior agreements regarding
the subject matter hereof, other than those set forth herein, are superseded
hereby.


 


(h)  Counterparts.  This
Agreement may be executed in multiple counterparts, each of which shall be
deemed to be an original and all of which shall constitute a single instrument.


 


(i)  Third Party Beneficiary.  The Bank is intended to be a third party
beneficiary hereunder and shall become a party hereto upon ratification by its
Board of Directors after the date the Bank receives the last regulatory
approval necessary to commence operations as a national bank association.


 


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IN WITNESS WHEREOF, the parties hereto have
executed this Agreement as of the date first above written.


 


	
  “COMPANY”

  	
   

  
	
   

  	
   

  
	
  Coastal Carolina Bancshares, Inc.

  	
   

  
	
   

  	
   

  
	
  By:

  	
    /s/Michael D. Owens

  	
   

  
	
   

  	
    Michael D. Owens

  	
   

  
	
   

  	
   

  	
   

  
	
  Its:

  	
  President and Chief Executive Officer

  	
   

  



 


 


	
  “EMPLOYEE”

  	
   

  
	
   

  	
   

  
	
  /s/ Holly L. Schreiber

  	
   

  
	
  Holly L. Schreiber

  	
   

  



 


 


Ratified by the Bank, effective this     
day of                     ,
2008.


 


	
   

  	
   

  
	
  “BANK”

  	
   

  
	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Coastal Carolina National Bank

  	
   

  
	
   

  	
   

  
	
  By:

  	
   

  	
   

  
	
  Name:

  	
   

  	
   

  
	
  Title:

  	
   

  	
   

  
				



 


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