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EXHIBIT 10.20
DEFERRED COMPENSATION PLAN AGREEMENT
JAYCOR provides a retirement program to all eligible employees. Additionally,
the Company believes it is important for employees to augment their retirement
monies through personal savings. Accordingly, the Company wishes to encourage
certain key employees to more adequately prepare for retirement and has
therefore developed this Deferred Compensation Plan which will pay a guaranteed
rate of interest of 8% per annum on amounts deferred or contributed into the
Plan.
Amounts deferred into the plan reduce the income base of individuals. This
reduction in salary, in turn, causes a reduction of Company contributions into
employees' Money Purchase Pension Plan (MPPP) accounts because MPPP
contributions are based upon W-2 earnings. To counter this reduction in MPPP
contributions, for the year in which salary is deferred into this plan, the
Company will make a contribution into the deferring employee's MPPP account,
equivalent to the amount that would have been made had salary not been deferred
into this plan. This contribution will be made before March 31st of the year
subsequent to the year in which salary is deferred into this plan.
This Deferred Compensation Agreement ("Agreement") is made on ________________
between JAYCOR ("Company"), a California corporation, and
___________________________ ("Employee") and is made with reference to the
following facts:
Employee is and will be rendering valuable services to the Company and
it is the desire of the Company to have benefit of his/her continued
loyalty, service, and counsel and also to assist the Employee in
providing for the contingencies of death, disability, and old age
dependency.
Therefore, the parties agree as follows:
SECTION 1: DEFERRED COMPENSATION ACCOUNT
1.1 AMOUNT OF DEFERRAL
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1.1.1 As of the effective date of this Agreement,
the Company will commence to compensate the Employee for his/her
services in the form of both current and deferred compensation.
1.1.2 The amount of current compensation may be
adjusted by the parties hereto from time to time without altering the
terms of the Agreement. The deferred portion of the total
compensation will be controlled by the terms of this Agreement and as
of the effective date and until amended will be $ ____________ per
2-week pay period. This amount will be credited each month in
accordance with Section 1.2.
1.1.3 The deferred portion of the total compensation
can be amended upon written notice. The Employee must notify the
Company at least 30 days before the effective date of change. The
deferred portion cannot be changed more frequently than once every 6
months.
1.1.4 Compensation in the form of cash bonus
payments may be deferred in its entirety into this deferral plan.
Cash bonus payments may be entered into this plan provided the check
is returned uncashed along with written authorization received not
longer than 5 working days after issuance of the bonus payment.
1.2 ACCOUNT AND CREDITS
1.2.1 Effective ________________, the Company will
set up an account on its books in the name of the Employee to which
will be accrued deferred compensation in the amount of $ ___________
per 2-week pay period. This amount will be accrued to this account
each biweekly period thereafter, provided sufficient hours are
submitted by the Employee during the time the Employee continues
employment with the Company. This account will earn interest at the
guaranteed rate of 8% per annum, compounded monthly. Interest will be
credited to the account based on the account balance as of the first
day of each calendar month.
SECTION 2: TERMINATION BENEFITS
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2.1 VALUATION OF ACCOUNT
The account referenced in 1.2.1 will be valued as of the end
of the month prior to the day the first installment is paid under the
provisions of this Section 2.
2.2 TERMINATION BEFORE DEATH
2.2.1 INSTALLMENT PERIOD: At retirement or in the
event the Employee's employment with the Company terminates for any
reason other than the death of the Employee, then beginning on a date
to be determined by the Company but within 3 months from the date of
such termination, the Company will commence to pay the Employee
termination benefits in equal installments. If the number of whole
years for which income was actually deferred between the effective
date of this Agreement and the date of termination ("Service Period")
is 10 or less years, such installments will be paid for a period of
years equal to such Service Period. If, on the other hand, the
Service Period is 11 or more years, such installments will be paid for
any number of whole years which the Company, in its sole discretion
and either with or without consultation with the Employee, may select
within the range of years specified in the following schedule,
depending upon the Service Period of the Employee:
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Period of Whole Years Company
Service Period May Select for Installments
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11 years 10 thru 11 inclusive
12 years 10 thru 12 inclusive
13 years 10 thru 13 inclusive
14 years 10 thru 14 inclusive
15 years 10 thru 15 inclusive
16 years 10 thru 16 inclusive
17 years 10 thru 17 inclusive
18 years 10 thru 18 inclusive
19 years 10 thru 19 inclusive
20 years or more 10 thru 20 inclusive
2.2.2 SIZE OF INSTALLMENT: The basic installments
will be equal and will be of such a size that the present value of all
such installments, on the date the first installment is paid by the
Company, will equal the value of the Account on such date after all
adjustments have been made in accordance with Section 2.1 of the
Agreement, based on the annual compound interest factor of seven
percent (7%).
2.2.3 FREQUENCY OF INSTALLMENT: The basic
installment will be paid annually, or at the written request of the
Employee, the basic installments can be paid monthly. Additionally,
the Company will consider the Employee's written request for payment
in the form of a single lump sum. In either case, the written request
must be received within 2 months from the date of such termination.
The Company cannot guarantee that a lump sum request will be honored,
such determination is based upon Management's assessment of the
Company's overall financial obligations.
2.2.4 DEATH AFTER TERMINATION: In the event the
Employee dies after becoming entitled to receive the above specified
installments, but before any or all of such installments have been
paid, the Company will pay or will continue to pay said unpaid amounts
or the unpaid balance of said amounts to the Employee's beneficiaries
in the same manner as they would have been paid to the Employee.
2.3 TERMINATION BECAUSE OF DEATH
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2.3.1 INSTALLMENT PERIOD: In the event the
Employee's employment with the Company terminated because of the
Employee's death, then, beginning on a date to be determined by the
Company but no sooner than the day after and no later than 2 months
following such termination, the Company will commence to pay the
designated beneficiaries, termination benefits, in monthly
installments, for a period as determined by Subparagraph 2.2.1.
2.3.2 SIZE OF INSTALLMENT: The size of such
installments will be determined in accordance with the rules set forth
in Subparagraph 2.2.2 of this Agreement.
2.3.3 FREQUENCY OF INSTALLMENT: The basic
installment will be paid monthly. Additionally, the Company will
consider the beneficiaries' written request for payment in the form of
a single lump sum, provided it is received within 2 months of the
employee's death. The Company cannot guarantee such a request will be
honored, such determination is based upon Management's assessment of
the Company's overall financial obligations.
2.4 CHANGE OF BENEFICIARY
The designated beneficiaries may be changed by the Employee,
by submitting a Beneficiary Designation/Change form. Any previous
beneficiary designation or change of beneficiary designation will be
revoked upon receipt of the Change form.
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2.5 WITHHOLDING OF TAXES
There shall be deducted from any payment due an Employee or
beneficiaries under this plan, payroll and/or withholding taxes, as
required by law.
SECTION 3: BENEFITS NON-ASSIGNABLE
It is the intent of the Company that the benefits provided by
this Agreement will be available for the support and maintenance of
the Employee and his/her beneficiaries and payees in the event of the
Employee's termination. Therefore, the Company desires to limit the
rights of the Employee, his/her beneficiaries and payees in a manner
which will assure that such benefits will always be of a size and
duration sufficient to provide for the support and maintenance of the
Employee and his/her beneficiaries and payees. Therefore, the
benefits provided by Section 2 of the Agreement will not be subject to
garnishment, attachment, or other legal process by creditors of the
Employee or of any person or persons designated as beneficiaries of
the Agreement or of any other payee of the benefits provided herein.
SECTION 4: EMPLOYMENT AND OTHER RIGHTS
4.1 This Agreement creates no rights in the Employee to
continue in his/her employment with the Company for any length of
time, nor does it create any rights in the Employee or his/her
beneficiaries or any obligation on the part of the Company, other than
those set forth herein.
4.2 This Agreement is solely between the Company and the
Employee. The Employee and his/her beneficiaries and payees will have
recourse only against the Company for enforcement, and this Agreement
will be binding upon the beneficiaries, heirs, and personal
representatives of the Employee and upon the successors and assigns of
the Company.
4.3 The Agreement does not constitute a trust for the benefit
of the Employee, and Employee's rights are, other than contained in
the Agreement, that of general creditor.
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EXECUTED by the undersigned on the date first above written.
EMPLOYEE: JAYCOR:
By: __________________________________
______________________________________
Eric P. Wenaas
President and CEO
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LONG TERM DEFERRAL PROGRAM
This program is designed to allow select employees to defer current income into
long term savings, on a tax-deferred basis. Listed below are the major
features of this program.
BENEFITS
o the delay of income tax payments (state/federal taxes are not withheld,
social security taxes are)
o the accumulation of funds for retirement
o a competitive return on investment
o salary bonus payments may also be deferred into your plan.
POLICIES/INFORMATION
o Minimum deferral is $150.00 per pay period.
o May change deferral amount every 6 months.
o Funds are available only when you retire or when your
employment with JAYCOR terminates.
o Currently the plan is offered at an interest rate of 8% per
annum compounded monthly; this is lowered to 7% in pay-out period. This
rate is subject to change in advance of a signed agreement between the
Employee and the Company.
o To satisfy IRS regulations, funds cannot be placed in
trusteeship. Deferrals will be used by JAYCOR as operating funds with
corresponding reductions in cash borrowing. Under this arrangement, funds
are not secured and will be available as a general credit obligation.
o Company contributions to your Money Purchase Pension Plan are
reduced as a result of participation in this plan since your W-2 earnings
are less. This reduction will be offset through an annual increase to your
deferral account of exactly the amount lost in the Pension Plan.
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If you are interested in participating in this plan, complete the attached
Agreement and the Beneficiary Designation form and return both to your Human
Resources Department. If you have any further questions, contact the Corporate
or Tysons Human Resources Department.
12/2/91
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DEFERRED COMPENSATION PLAN AGREEMENT
JAYCOR provides a retirement program to all eligible employees.
Additionally, the Company believes it is important for employees to
augment their retirement monies through personal savings.
Accordingly, the Company wishes to incentivize certain key
employees to more adequately prepare for retirement and has
therefore developed this Deferred Compensation Plan which will pay
a guaranteed rate of interest of 9% per annum on amounts deferred
or contributed into the Plan. Amounts deferred into the plan
reduce the income base of individuals thereby delaying income
taxation until funds are paid out.
This Deferred Compensation Agreement ("Agreement") is made on
____________ between JAYCOR ("Company"), a California corporation,
and _____________ ("Employee") and is made with reference to the
following facts:
Employee is and will be rendering valuable services to
the Company and it is the desire of the Company to have
benefit of his continued loyalty, service, and counsel and
also to assist the Employee in providing for the
contingencies of death, disability, and old age dependency.
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Therefore, the parties agree as follows:
Section 1: Deferred Compensation Account
1.1 Amount of Deferral
1.1.1 As of the effective date of this
Agreement, the Company will commence to compensate the Employee for
his services in the form of both current and deferred compensation.
1.1.2 The deferred portion of the
total compensation will be controlled by the terms of this
Agreement and will be $ ___________ per two week pay period. This
amount will be credited each month in accordance with Section 1.2.
1.2 Account and Credits
1.2.1 Effective _____________, the
Company will set up an account on its books in the name of
_________________(Employee) to which will be accrued deferred
compensation in the amount of $ ____________ per two week pay
period. This amount will be accrued to this account each biweekly
period thereafter during the time __________________(Employee)
shall continue his employment with the Company. This account will
earn
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interest at the guaranteed rate of 9% per annum, compounded
monthly. Interest will be credited to the account based on the
account balance as of the first day of each calendar month.
Section 2. Termination Benefits
2.1 Valuation of Account
2.1.1 The account referenced in
1.2.1 will be valued as of the end of the month prior to the day
the first installment is paid under the provisions of this section
2.
2.2 Termination before Death
2.2.1 Installment Period
At Retirement or in the event the Employee's
employment with the Company terminates for any reason other than
the death of the Employee, then, beginning on a date to be
determined by the Company but within three months from the date of
such termination, the Company will commence to pay the Employee
termination benefits in monthly installments. If the number of
whole years for which income was actually deferred between the
effective date of this Agreement and the date of termination
("Service Period") is ten (10) or less years, such installments
will be paid for a period of years equal to such Service Period.
If, on the other hand, the Service Period is eleven (11) or more
years, such installment will be paid for any number of whole years
which the Company, in its
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sole discretion and either with or without consultation with the
Employee may select within the range of years specified in the
following schedule, depending upon the Service Period of the
Employee:
Period of Whole Years
Which Company May Select
Service Period for Installments
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11 years 10 through 11 inclusive
12 years 10 through 12 inclusive
13 years 10 through 13 inclusive
14 years 10 through 14 inclusive
15 years 10 through 15 inclusive
16 years 10 through 16 inclusive
17 years 10 through 17 inclusive
18 years 10 through 18 inclusive
19 years 10 through 19 inclusive
20 years or more 10 through 20 inclusive
2.2.2 Size of Installment
The basic installments will be equal and will be of such
a size that the present value of all such installments on the date
the first installment is paid by the Company will equal the value
of the Account on such date after all adjustments have been made in
accordance with Section 2.1 of this Agreement, based on the annual
compound interest factor of 8%.
2.2.3 Death after Termination
In the event the Employee dies after becoming entitled to
receive the above specified installments but before any or all of
such installments and gains realized have been paid, the Company
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will pay or will continue to pay said unpaid amounts or the unpaid
balance of said amounts to the Employee's beneficiaries in the same
manner as they would have been paid to the Employee.
2.3 Termination Because of Death
2.3.1 In the event the Employee's
employment with the Company terminated because of the Employee's
death, then, beginning on a date to be determined by the Company
but no sooner than the day after and no later than two (2) months
following such termination, the Company will commence to pay the
beneficiaries designated below termination benefits in monthly
installments for a period as determined by Subparagraph 2.2.1.
2.3.2 The size of such installments
will be determined in accordance with the rules set forth in
Subparagraph 2.2.2 of this Agreement.
2.3.3 The beneficiaries named herein may
be changed by the Employee, with the agreement of the Company, by
written amendment to this Agreement. However, the Company will not
unreasonably withhold its agreement to change the beneficiary
designation, but a change in beneficiaries shall not be effective
until there is a written amendment to the Agreement signed by both
the Company and the Employee.
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2.3.4 There shall be deducted from any
payment due an Employee or beneficiaries under this plan, payroll
and/or withholding taxes, as required by law.
Section 3. Benefits Non-assignable
3.1 It is the intent of the Company that
the benefits provided by this Agreement will be available for the
support and maintenance of the Employee and his beneficiaries and
payees in the event of the Employee termination. Therefore, the
company desires to limit the rights of the Employee and his
beneficiaries and payees in a manner which will assure that such
benefits will always be of a size and duration sufficient to
provide for the support and maintenance of the Employee and his
beneficiaries and payees. Therefore, the benefits provided by
Section 2 of this Agreement will not be subject to garnishment,
attachment or other legal process by creditors of the Employee or
any person or persons designated as beneficiaries of this
Agreement or any other payee of the benefits provided herein.
Section 4. Employment and Other Rights
4.1 This Agreement creates no rights in the
Employee to continue in his employment with the Company for any
length of time, nor does it create any rights in the Employee or
his beneficiaries or any obligation on the part of the Company,
other than those set forth herein.
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4.2 This Agreement is solely between the
Company and the Employee. The Employee and his beneficiaries and
payees will have recourse only against the Company for enforcement,
and this Agreement will be binding upon the beneficiaries, heirs,
and personal representatives of the Employee and upon the
successors and assigns of the Company.
4.3 The Agreement does not constitute a
trust for the benefit Employees, and Employee's rights are, other
than contained in this Agreement, that of general creditor.
EXECUTED by the undersigned on the date first above
written.
EMPLOYEE: JAYCOR:
By:______________________ ________________________
E. Linneman
Director, Human Resources
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AMENDMENT NO. 1 TO DEFERRED COMPENSATION PLAN AGREEMENT.
This Amendment is made on _________________ to amend the Deferred
Compensation Plan Agreement (the "Agreement") between JAYCOR, a
California corporation ("Company") and _________________________
("Employee") dated __________________, as follows:
1. Section 1 of the Agreement is amended by the insertion of
a new subsection 1.3 to read as follows:
1.3 For calendar 1994 only, the Company no later than
December 31, 1994, shall credit Employee's account with additional
accrued deferred compensation in the amount of $____________.
2. Except as so amended, the Agreement is ratified and
confirmed.
JAYCOR, a California corporation
by: ____________________________
________________________________
Employee
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AMENDMENT NO. 2 TO DEFERRED COMPENSATION PLAN AGREEMENT
This Amendment is made on December 29, 1995 to amend the Deferred
Compensation Plan Agreement (the "Agreement") between JAYCOR, a
California corporation ("Company") and __________________________
("Employee") dated September 15, 1990, as follows:
1. Section 1 of the Agreement is amended by the insertion of
a new subsection 1.3 to read as follows:
1.3 For calendar 1995 only, the Company no later
than December 31, 1995, shall credit Employee's account with
additional accrued deferred compensation in the amount of
$___________.
2. Except as so amended, the Agreement is ratified and
confirmed.
JAYCOR, A CALIFORNIA CORPORATION
by: _______________________________
Randy Johnson, VP-Finance & CFO
EMPLOYEE: _________________________
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AMENDMENT NO.3 TO DEFERRED COMPENSATION PLAN AGREEMENT
This Amendment is made on December 16, 1996 to amend the Deferred
Compensation Plan Agreement (the "Agreement") between JAYCOR, a
California corporation ("Company") and _________________________
("Employee") dated September 15, 1990, as follows:
1. Section 1 of the Agreement is amended by the insertion of
a new subsection 1.3 to read as follows:
1.3 For calendar 1996 only, the Company no later
than December 31, 1996, shall credit Employee's account with
additional accrued deferred compensation in the amount of
$____________.
2. Except as so amended, the Agreement is ratified and
confirmed.
JAYCOR, A CALIFORNIA CORPORATION
by: ________________________________
Randy Johnson, VP-Finance & CFO
EMPLOYEE: __________________________