Employment Agreement (2010)Full Document 

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                              EMPLOYMENT AGREEMENT

     This Employment  Agreement  ("Agreement")  is made by and between  Atlantic
Coast Bank (the "Bank"),  and Robert J. Larison, Jr. ("Executive") this 12th day
of May, 2010 and is effective as of such date (the "Effective Date"). References
herein to the "Company" mean Atlantic Coast Federal Corporation, which owns 100%
of the common stock of the Bank.  The Company is a signatory  to this  Agreement
for the sole purpose of guaranteeing the Bank's performance hereunder.

     WHEREAS,  the Executive and the Bank are a party to an employment agreement
dated December 11, 2009, and this Agreement  supersedes such prior agreement and
all  obligations of the parties under such prior agreement shall become null and
void after the Effective Date of this Agreement; and

     WHEREAS,  Executive is serving as President and Chief Executive  Officer of
the Bank and the Bank wishes to assure itself of the services of Executive as an
officer of the Bank for the period provided in this Agreement; and

     WHEREAS,  in order to induce  Executive to remain in the employ of the Bank
and to provide  further  incentive  for  Executive to achieve the  financial and
performance  objectives  of the Bank,  the  parties  desire  to enter  into this

     NOW, THEREFORE,  in consideration of the mutual covenants herein contained,
and upon the terms and conditions hereinafter provided, the parties hereby agree
as follows:


     During the term of this  Agreement,  Executive shall serve as President and
Chief  Executive  Officer of the Bank.  Executive  shall be responsible  for the
overall  management of the Bank, and shall be responsible for  establishing  the
business  objectives,  policies and strategic  plan of the Bank, in  conjunction
with the Board of Directors of the Bank (the  "Board").  Executive also shall be
responsible  for  providing  leadership  and  direction  to all  departments  or
divisions of the Bank,  and shall be the primary  contact  between the Board and
the staff.  As Chief Executive  Officer,  Executive shall directly report to the
Board.  Executive  also shall be nominated as a member of the Board,  subject to
election by members or shareholders  of the Bank, as the case may be.  Executive
also agrees to serve, if elected, as an officer and director of any affiliate of
the Bank.


     (a) Three Year Contract; Annual Renewal. The term of Executive's employment
under this Agreement  shall commence as of the Effective Date and shall continue
thereafter for a period of three (3) years.  Commencing on the first anniversary
date  of  this  Agreement  (the  "Anniversary  Date")  and  continuing  on  each
Anniversary  Date  thereafter,  the term of this  Agreement  shall  renew for an
additional  year such that the remaining  term of this Agreement is always three
(3) years  provided,  however,  that in order for the  Agreement  to renew,  the
disinterested  members of the Board of Directors of the Bank (the  "Board") must
take the following actions prior to each non-renewal notice period (as described

in the next  sentence):  (i) at least  sixty (60) days prior to the  Anniversary
Date, conduct a comprehensive performance evaluation and review of Executive for
purposes of determining whether to extend the Agreement;  and (ii) affirmatively
approve the renewal or  non-renewal  of the  Agreement,  which decision shall be
included  in the  minutes  of the  Board's  meeting.  If the  decision  of  such
disinterested members of the Board is not to renew the Agreement, then the Board
shall provide the Executive with a written  notice of non-renewal  ("Non-Renewal
Notice")  at least  thirty  (30) days and not more than sixty (60) days prior to
any  Anniversary  Date,  such that this Agreement  shall terminate at the end of
twenty-four (24) months following such Anniversary Date.

     (b) Termination of Agreement.  Notwithstanding  anything  contained in this
Agreement  to  the  contrary,   either  Executive  or  the  Bank  may  terminate
Executive's  employment  with  the  Bank at any  time  during  the  term of this
Agreement, subject to the terms and conditions of this Agreement.

     (c) Continued  Employment  Following  Expiration  of Term.  Nothing in this
Agreement  shall mandate or prohibit a continuation  of  Executive's  employment
following  the  expiration  of the term of this  Agreement,  upon such terms and

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