HOMELAND BANKSHARES CORPORATION EXHIBIT 10.5(b)
SUPPLEMENTAL RETIREMENT INCOME AGREEMENT
Pursuant to action by the Board of Directors of Homeland Bankshares
Corporation (HBC), on June 20, 1995, Robert S. Kahler, hereinafter called
the "Employee," was designated as a participant in the Homeland Bankshares
Corporation Supplemental Retirement Income Plan, hereinafter called the
"Plan." Employee's participation was made effective as of July 1, 1995.
This agreement, by and between HBC, an Iowa corporation with its
principal office in Waterloo, Iowa, hereinafter called the "Company," and
Employee,
WHEREAS, the Employee has been employed by the Company or one of its
corporate subsidiaries for 13 years and is now employed by Homeland
Bankshares Corporation as Executive Vice President and Chief Financial
Officer;
WHEREAS, the Company desires to retain the services of the Employee in
an executive capacity; and
WHEREAS, the Employee is willing to continue his employment provided
the Company will agree to make certain payments following the Employee's
retirement or death;
NOW, THEREFORE, in consideration of the services heretofore rendered
and to be rendered by the Employee and the mutual covenants contained
herein, the parties hereto agree as follows:
1. BENEFITS. The Company will provide to the Employee the
supplemental retirement and death benefits set forth in the Supplemental
Retirement Income Plan ("Plan") attached hereto as Exhibit A. The Plan was
originally adopted by the Board of Directors of Homeland Bankshares
Corporation on June 20, 1995. THE MAXIMUM ANNUAL SUPPLEMENTAL BENEFIT
UNDER THIS PLAN WILL NOT EXCEED $161,500.
2. CONDITIONS. No benefits shall be payable under this Agreement if:
a. retirement other than for reasons of disability occurs prior to
age 55;
b. employment is terminated for cause;
c. the employee voluntarily resigns from employment; or
d. after retirement, the Employee is employed in a capacity which is
deemed by the Board of Directors of the Company to be competitive
with and contrary to the best interests of the Company.
3. BENEFICIARY. In the event of the Employee's death, any survivor
benefits provided under the Plan shall be paid to the beneficiary
designated by the Employee. The Company shall provide a form on which the
Employee designate the primary and secondary beneficiaries for any survivor
benefits. In the event no such designation has been made by the Employee,
the survivor payment shall be made to the surviving spouse of the Employee,
or if there is no surviving spouse, to the estate of the Employee.
4. OTHER BENEFITS. Nothing contained herein shall in any way limit
the Employee's right to participate in or benefit from any pension, profit
sharing, or other retirement plan which said Employee is or may become
eligible by reason of his employment.
5. PAYMENT OF BENEFITS. All payments provide by this Agreement shall
be made in conformity with the regular payroll procedures in use by the
Company at the time of payment.
6. WITHHOLDING. Notwithstanding any of the foregoing provisions
hereof, the Company may withhold from any payment to be made hereunder such
amount as it may be required to withhold under any applicable federal,
state, or other law, and transmit such withheld amounts to the applicable
taxing authority.
7. GOVERNING LAW. This Agreement shall be governed and construed in
accordance with the laws of the State of Iowa.
8. BINDING EFFECT OF AGREEMENT. This Agreement shall be binding upon
the parties hereto, their heirs, assigns, successors, executors, and
administrators. In the event the Company becomes a party to any merger,
consolidation, acquisition, or reorganization, this Agreement shall remain
in full force and effect as an obligation of the Company or its successors
in interest. None of the payments provided for in this Agreement shall be
subject to seizure for payment of any debts or judgments against the
Employee or any beneficiary; nor shall the Employee or any beneficiary have
any right to transfer, modify, anticipate, or encumber any rights or
benefits hereunder.
9. COUNTERPARTS. This Agreement may be executed in an original and
any number of counterparts, each of which shall constitute an original of
one and the same instrument.
10. SUPPLEMENTAL DEATH BENEFIT PLAN. The supplemental death benefit
plan dated April 19, 1993, is hereby specifically rescinded by mutual
agreement of the employee and the Company contemporaneously with the
execution of this agreement.
11. NATURE OF AGREEMENT. This is not a contract for employment. It is
not intended to be construed in any manner as a contract of employment.
12. AMENDMENT. During the lifetime of the Employee, this Agreement may
be amended or revoked in whole or in part only by the mutual written
agreement of the Employee and Company.
IN WITNESS WHEREOF, the parties hereto have set their names, the Company
by its duly authorized officers on this 3rd day of July, 1995.
HOMELAND BANKSHARES CORPORATION
By /s/Thomas G. Turner
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Thomas G. Turner
Vice President-Human Resources
ATTEST:
By /s/Marcia C. Borwig
-------------------------
Marcia C. Borwig
Secretary to the Board
By /s/Herbert E. Williams
-------------------------
Herbert E. Williams
Director
By /s/Robert S. Kahler
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Robert S. Kahler