SYNERGY FEDERAL SAVINGS BANK
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
FOR THE BENEFIT OF SENIOR OFFICERS
WHEREAS, Synergy Federal Savings Bank ("Bank") wishes to reward the
years of prior service provided by Senior Officers and to continue to retain and
to motivate their performance and dedication to the Bank and its Board of
Directors, and
WHEREAS, it is deemed advisable and in the best interests of the Bank
to offer such Participants with additional financial incentives in the form of
deferred compensation to encourage such continued employment service to the
Bank, and to remain market competitive in the Bank's ability to offer retirement
income security to such Senior Officers;
NOW THEREFORE, BE IT RESOLVED that the Bank's Supplemental Executive
Retirement Plan for the Benefit of Senior Officers ("Supplemental Plan"), be
adopted and implemented effective January 1, 2002, as follows:
ARTICLE I
DEFINITIONS
The following words and phrases as used herein shall, for the purpose
of this Plan and any subsequent amendment thereof, have the following meanings
unless a different meaning is plainly required by the content, as follows:
"Bank" means Synergy Federal Savings Bank, Cranford, New
Jersey, or any successor thereto.
"Beneficiary" shall mean a Participant's surviving spouse, if
any, the Participant's named beneficiary as reflected on the records of the
Bank, or the Participant's estate, in descending order of priority.
"Board" means the Board of Directors of the Bank, as
constituted from time to time and successors thereto.
"Change in Control" means : (i) the sale of all, or
substantially all, of the assets of the Bank or any parent corporation
("Parent"); (ii) the merger or recapitalization of the Bank or the Parent
whereby the Bank or the Parent is not the surviving entity; (iii) a change in
control of the Bank or the Parent, as otherwise defined or determined by the
Office of Thrift Supervision or regulations promulgated by it; or (iv) the
acquisition, directly or indirectly, of the beneficial ownership (within the
meaning of that term as it is used in Section 13(d) of the Securities Exchange
Act of 1934 and the rules and regulations promulgated thereunder) of twenty-five
percent (25%) or more of the outstanding voting securities of the Bank or Parent
by any person, trust, entity or group. This limitation shall not apply to the
purchase of shares by underwriters in connection with a public offering of the
Parent stock, or the purchase of shares of up to twenty-five percent (25%) of
any class of securities of the Parent by a tax-qualified employee stock benefit
plan. The term "person" refers to an individual or a corporation, partnership,
trust, association, joint venture, pool, syndicate, sole proprietorship,
unincorporated organization or any other form of entity not specifically listed
herein. The decision of the Board as to whether a change in control has occurred
shall be conclusive and binding. However, a Change in Control shall not be
deemed to have occurred as a result of (i) a holding company reorganization of
the Bank and simultaneous acquisition of more than 50% of the Bank's stock
(following the Bank's conversion to stock form) by a Parent, (ii) the
reorganization of the Bank into a new holding company form whereby the Parent
shall own 100% of the stock of the Bank and public stockholders shall own 100%
of the Parent common stock, or (iii) the issuance of shares of Bank or Parent
common stock to public shareholders, provided that a majority of the voting
stock of the Bank or Parent are owned by a mutual holding company in accordance
with regulations of the Office of Thrift Supervision or other applicable banking
regulatory agency.
"Committee" means an administrative committee that may be
appointed by the Board pursuant to Section 8.11 herein.
"Deferred Compensation Account" shall mean the aggregate
accrual of benefits under the Plan for the benefit of the Participant, including
earnings credited thereto.
"Disability" (total and permanent disability) means a mental
or physical disability which prevents the Participant from performing the normal
duties of his or her position with the Bank. Such disability must have prevented
the Participant from performing his or her duties for at least six months, and a
physician satisfactory to both the Participant and the Bank must certify that
the Participant is disabled from performing his or her normal duties with the
Bank.
"Early Retirement Date" shall mean the completion of not less
than three (3) years of service with the Bank following the Effective Date, or
thereafter, whereby the Participant retires as an employee of the Bank, except
as otherwise provided at Section 2.3 herein.
"Effective Date" means January 1, 2002.
"Participant" means the Senior Officers of the Bank as
detailed at Schedule I to the Plan. Such participation shall continue as long as
such Participant fulfills all requirements for participation subject to the
right of termination, amendment and modification of the Plan hereinafter set
forth.
"Plan" means the Synergy Federal Savings Bank Supplemental
Executive Retirement Plan for the Benefit of Senior Officers, as herein set
forth, as may be amended from time to time.
2
"Retirement Date" means the first day of the calendar month
following attainment of age 60 of the Participant or thereafter whereby the
Participant retires as an employee of the Bank.
"Service" means all years of service as an employee of the
Bank and all predecessor and successor entities.
"Trust" shall mean any trust agreement entered into on behalf
of the Plan by the Bank for the purpose of holding assets of the Bank in order
to promote the efficient administration of the Plan.
ARTICLE II
BENEFITS ACCRUALS AND PAYMENTS
2.1 Retirement. Upon a Participant's termination from service as an
employee of the Bank on or after the Retirement Date or the Early Retirement
Date, the Bank shall pay to the participant the benefits set forth herein at
Article II, Section 2.4. Except as provided at Article II, Section 2.2, 2.3 and
2.5 herein, upon a Participant's termination from service as an employee of the
Bank prior to the Early Retirement Date, the Bank shall have no financial
obligations to the Participant under the Plan.
2.2 Disability. In the event of the Disability of the Participant, the
Participant will be entitled to a benefit equal to the Deferred Compensation
Account amount specified at Article II, Section 2.4, first payable on the first
day of the month following certification of such Disability without regard to
any other provisions herein to the contrary.
2.3 Change in Control. All benefits payable, or that would become
payable if the Participant were to retire prior to such Change in Control, shall
remain payable thereafter. Upon termination of service following a Change in
Control, all benefits shall nevertheless be deemed payable immediately in
accordance with Article II, Section 2.4, upon (i) the involuntary termination of
service of the Participant(absent just cause) or (ii) the voluntary termination
of service of the Participant within 12 months of such Change in Control in
conjunction with the occurrence of any of the following during such 12 month
period: (1) if Participant would be required to move his personal residence or
perform his principal executive functions more than thirty-five (35) miles from
the Participant's primary office as of the day prior to such Change in Control;
(2) if in the organizational structure of the Bank, Participant would be
required to report to a person or persons in the management hierarchy at a level
below that to which such Participant was reporting to on the day prior to such
Change in Control; (3) if the Bank should fail to maintain Participant's
compensation in effect as of the day prior to the Change in Control and the
existing employee benefits plans, including material fringe benefit, stock
option and retirement plans; (4) if Participant would be assigned duties and
responsibilities other than those normally associated with Participant's
position as in effect on the day prior to such Change in Control; or
3
(5) if Participant's responsibilities or authority have in any way been
materially diminished or reduced; provided that if the Participant has not yet
attained the Early Retirement Date as of such date of termination of service,
such Participant shall nevertheless be deemed to have attained such Early
Retirement Date as of the date of such termination following a Change of Control
for purposes of calculation of benefits payable in accordance with Section 2.4
herein, including adjustments to the Deferred Compensation Account necessary to
reflect annual accruals for each year of service between the date of such Change
in Control and the December 31 of the calendar year in which such Participant
would attain the Early Retirement Date. Notwithstanding the forgoing, all sums
payable hereunder shall be reduced in such manner and to such extent so that no
such payments made hereunder when aggregated with all other payments to be made
to the Participant by the Bank or the Parent shall be deemed an "excess
parachute payment" in accordance with Section 280G of the Internal Revenue Code
of 1986, as amended, and regulations promulgated thereunder ("Code") and subject
the Participant to the excise tax provided at Section 4999(a) of the Code.
2.4 Benefit Payments. The Participant shall be eligible to receive
benefit payments under the Plan, as follows:
a. Upon termination of employment in accordance with Sections 2.1, 2.2,
2.3 and 2.5 of the Plan, the Participant shall be eligible to receive payment
equal to the Deferred Compensation Account, valued as of such date of
termination of employment payable in the form of 180 equal monthly payments,
commencing on the first of the month next following the date of such termination
of employment and calculated utilizing as the interest rate related to future
earnings on the Deferred Compensation Account as the interest rate applicable to
the ten year U.S. Treasury Bond in effect on the date of termination of
employment of the Participant.
b. Benefits payable hereunder are exclusive of any benefits to be
received under other benefit plans of the Bank.
2.5 Benefit Payments Following Death. Upon death of a Participant prior
to the date of termination of employment, a Participant's Deferred Compensation
Account shall be immediately payable to the Beneficiary in the form of a
lump-sum payment within thirty days of the death of the Participant, in
accordance with the provisions of Section 2.4. Upon the death of a Participant
after termination of employment, any benefits that would have been payable to
such Participant shall thereafter be payable to the Beneficiary in the same
amount and manner.
2.6 Notice of Retirement. A Participant electing to retire in
accordance with the Plan shall deliver written notice ("Notice") to the Board
not less than sixty (60) days prior to the actual Retirement Date. A Participant
who terminates service upon death, Disability, or a Change in Control shall not
be required to deliver such Notice in order to be entitled to receive benefits
under the Plan.
4
2.7 Deferred Compensation Account Accruals.
a. Not later than December 31 of each year after the Effective Date,
the Bank shall credit to the Deferred Compensation Account of each Plan
Participant an amount equal to not less than the Annual Deferred Compensation
Accrual detailed at Schedule I of the Plan for that calendar year (or pro rata
portion thereof), plus crediting of an additional accrual calculated as earnings
on such Deferred Compensation Account. The provisions set forth at Schedule I
shall remain in effect until such time as the Board shall act to amend such
Schedule; provided however, no reductions in the Annual Deferred Compensation
Accrual for a calendar year may be made by the Board unless written notice of
such action is delivered to a Participant not later than October 1 of such
applicable calendar year.
b. Notwithstanding anything herein to the contrary, no Annual Deferred
Compensation Accrual credits (other than accruals calculated as earnings) shall
be made to a Participant's Deferred Compensation Account for calendar years
commencing after such Participant shall have attained age 65 or for any calendar
year in which the Participant has terminated service as an employee of the Bank
prior to December 31 of such calendar year, except as otherwise provided in
accordance with Section 2.3 herein.
c. Such rate of accrual with respect to earnings shall be computed
based upon the Bank's average cost of funds for such period as determined by the
Board, but in no event at a rate less than four percent per annum.
Alternatively, at the written request of the Participant, the Board may at its
sole discretion, elect to invest assets of the Bank, not to exceed the Deferred
Compensation Account for such Participant, in other investment vehicles; in
which case, the accrued value of the Deferred Compensation Account for such
Participant shall be determined thereafter to the extent of such investment in
such other investment vehicles as measured by the investment value of such
invested assets (including any adjustments for dividend income on such
investment assets); provided further, that the Participant shall have no legal
claim or right to such invested assets.
d. Notwithstanding anything herein to the contrary, to the extent that
the Bank shall actually invest assets of the Bank (in accordance with the
request of a Participant), then upon the distribution of the Deferred
Compensation Account, the Bank may elect to distribute such assets to the
Participant in-kind at the time of benefits distribution as settlement of that
portion of the Deferred Compensation Account to be distributed.
2.8 Alternative Forms of Benefits. Notwithstanding anything herein to
the contrary, the Board may pay out all or part of a Participant's then accrued
Deferred Compensation Account accrued as of the date of such payment within its
sole discretion.
5
ARTICLE III
INSURANCE AND OTHER INVESTMENTS
3.1 Ownership of Insurance and Other Investments. The Bank, in its sole
discretion, may elect to purchase one or more life insurance policies on the
lives of Participants in order to provide funds to the Bank to pay part or all
of the benefits accrued under this Plan. All rights and incidents of ownership
in any life insurance policy that the Bank may purchase insuring the life of the
Participant (including any right to proceeds payable thereunder) shall belong
exclusively to the Bank or its designated Trust, and neither the Participant,
nor any beneficiary or other person claiming under or through him or her shall
have any rights, title or interest in or to any such insurance policy or any
other assets that may be acquired coincident with investments made in accordance
with Section 2.7 of the Plan ("Investment Assets"). The Participant shall not
have any power to transfer, assign, hypothecate or otherwise encumber in advance
any of the Investment Assets or the benefits payable thereunder, nor shall any
benefits be subject to seizure for the benefit of any debts or judgments, or be
transferable by operation of law in the event of bankruptcy, insolvency or
otherwise. Any life insurance policy or other Investment Assets purchased
pursuant hereto and any proceeds payable thereunder shall remain subject to the
claims of the Bank's general creditors.
3.2 Physical Examination. As a condition of becoming or remaining
covered under this Plan, the Participant, as may be requested by the Bank from
time to time shall take a physical examination by a physician approved by an
insurance carrier. The cost of the examination shall not be borne by the
Participant. The report of such examination shall be transmitted directly from
the physician to the insurance carrier designated by the Bank to establish
certain costs associated with obtaining insurance coverages as may be deemed
necessary under this Plan. Such examination shall remain confidential among the
Participant, the physician and the insurance carrier and shall not be made
available to the Bank in any form or manner.
3.3 Death of Participant. Upon the death of the Participant, the
proceeds derived from any such insurance policy or other Investment Assets held
by the Bank or any related Trust, if any, shall be paid to the Bank or its
designated Trust.
6
ARTICLE IV
TRUST / NON-FUNDED STATUS
4.1 Trust. Except as may be specifically provided, nothing contained in
this Plan and no action taken pursuant to the provisions of this Plan shall
create or be construed to create a trust of any kind, or a fiduciary
relationship between the Bank and the Participant or any other person. Any funds
which may be invested under the provisions of this Plan shall continue for all
purposes to be a part of the general funds of the Bank. No person other than the
Bank shall by virtue of the provisions of this Plan have any interest in such
funds. The Bank shall not be under any obligation to use such funds solely to
provide benefits hereunder, and no representations have been made to a
Participant that such funds can or will be used only to provide benefits
hereunder. To the extent that any person acquires a right to receive payments
from the Bank under the Plan, such rights shall be no greater than the right of
any unsecured general creditor of the Bank.
In order to facilitate the accumulation of funds necessary to meet the
costs of the Bank under this Plan (including the provision of funds necessary to
pay premiums with respect to any life insurance policies purchase pursuant to
Article III above and to pay benefits to the extent that the cash value and/or
proceeds of any such policies are not adequate to make payments to a Participant
or his or her beneficiary as and when the same are due under the Plan), the Bank
may enter into a Trust Agreement. The Bank, in its discretion, may elect to
place any life insurance policies purchased pursuant to Article III above into
the Trust. In addition, such sums shall be placed in said Trust as may from time
to time be approved by the Board of Directors, in its sole discretion. To the
extent that the assets of said Trust and/or the proceeds of any life insurance
policy purchased pursuant to Article III are not sufficient to pay benefits
accrued under this Plan, such payments shall be made from the general assets of
the Bank.
ARTICLE V
VESTING
5.1 Vesting. All benefits under this Plan are deemed non-vested and
forfeitable prior to the Retirement Date or Early Retirement Date. All benefits
payable hereunder shall be deemed 100% earned and non-forfeitable by the
Participant and his or her Beneficiary as of the Retirement Date or Early
Retirement Date. Notwithstanding the foregoing, all benefits payable hereunder
shall be deemed 100% earned and non-forfeitable by the Participant and his or
her Beneficiary upon the death or the Disability of the Participant, or upon
termination of employment following a Change in Control of the Bank. No benefits
shall be deemed payable hereunder for any time period prior to termination of
employment prior to the Retirement Date or Early Retirement Date, except in the
event of death, Disability or termination of employment following a Change in
Control of the Bank.
7
ARTICLE VI
TERMINATION
6.1 Termination. All rights of the Participant hereunder shall
terminate immediately upon the Participant ceasing to be in the active service
of the Bank prior to the time that the benefits payable under the Plan shall be
deemed to be 100% earned and non-forfeitable. A leave of absence approved by the
Board shall not constitute a cessation of service within the meaning of this
paragraph, within the sole discretion of the Board.
ARTICLE VII
FORFEITURE OR SUSPENSION OF BENEFITS
7.1 Forfeiture or Suspension of Benefits. Notwithstanding any other
provision of this Plan to the contrary, benefits shall be forfeited or suspended
during any period of paid service with the Bank following the commencement of
benefit payments, within the sole discretion of the Board.
ARTICLE VIII
GENERAL PROVISIONS
8.1 Other Benefits. Nothing in this Plan shall diminish or impair the
Participant's eligibility, participation or benefit entitlement under any other
benefit, insurance or compensation plan or agreement of the Bank now or
hereinafter in effect.
8.2 No Effect on Employment. This Plan shall not be deemed to give any
Participant or other person in the employ or service of the Bank any right to be
retained in the employment or service of the Bank, or to interfere with the
right of the Bank to terminate any Participant or such other person at any time
and to treat him or her without regard to the effect which such treatment might
have upon him or her as a Participant in this Plan.
8.3 Legally Binding. The rights, privileges, benefits and obligations
under this Plan are intended to be legal obligations of the Bank and binding
upon the Bank, its successors and assigns.
8.4 Modification. The Bank, by action of the Board, reserves the
exclusive right to amend, modify, or terminate this Plan. Any such termination,
modification or amendment shall not terminate or diminish any rights or benefits
accrued by any Participant prior thereto. The Bank shall give thirty (30) days'
notice in writing to any Participant prior to the effective date of
8
any such amendment, modification or termination of this Plan. Notwithstanding
the foregoing, in no event shall such benefits payable to a Participant under
the Plan be reduced below those provided for in Section 2.4 herein. In the event
that the Plan benefits payable under Section 2.4 of the Plan are reduced or the
Plan is terminated, a Participant shall be immediately 100% vested in all
benefits accrued to the date in accordance with Section 2.4 as of the date of
such Plan amendment or Plan termination without regard to such Plan amendment or
Plan termination.
8.5 Arbitration. Any controversy or claim arising out of or relating to
any contract or the breach thereof shall be settled by arbitration in accordance
with the Commercial Arbitration Rules of the American Arbitration Association,
with such arbitration hearing to be held at the offices of the American
Arbitration Association ("AAA") unless otherwise mutually agreed to by the
Participant and the Bank, and judgment upon the award rendered by the
arbitrator(s) may be entered in any court having jurisdiction thereof.
8.6 Limitation. No rights of any Participant are assignable by any
Participant, in whole or in part, either by voluntary or involuntary act or by
operation of law. Rights of Participants hereunder are not subject to
anticipation, alienation, sale, transfer, assignment, pledge, hypothecation,
encumbrance or garnishment by creditors of the Participant or a Beneficiary.
Such rights are not subject to the debts, contracts, liabilities, engagements,
or torts of any Participant or his or her Beneficiary. No Participant shall have
any right under this Plan or any Trust referred to in Article IV or against any
assets held or acquired pursuant thereto other than the rights of a general,
unsecured creditor of the Bank pursuant to the unsecured promise of the Bank to
pay the benefits accrued hereunder in accordance with the terms of this Plan.
The Bank has no obligation under this Plan to fund or otherwise secure its
obligations to render payments hereunder to Participants. No Participant shall
have any voice in the use, disposition, or investment of any asset acquired or
set aside by the Bank to provide benefits under this Plan.
8.7 ERISA and IRC Disclaimer. It is intended that the Plan be neither
an "employee welfare benefit plan" nor an "employee pension benefit plan" for
purposes of the Employee Retirement Income Security Act of 1974, as amended
("ERISA"). Further, it is intended that the Plan will not cause the interest of
a Participant under the Plan to be includable in the gross income of such
Participant or a Beneficiary prior to the actual receipt of a payment under the
Plan for purposes of the Internal Revenue Code of 1986, as amended ("IRC"). No
representation is made to any Participant to the effect that any insurance
policies purchased by the Bank or assets of any Trust established pursuant to
this Plan will be used solely to provide benefits under this Plan or in any way
shall constitute security for the payment of such benefits. Benefits payable
under this Plan are not in any way limited to or governed by the proceeds of any
such insurance policies or the assets of any such Trust. No Participant in the
Plan has any preferred claim against the proceeds of any such insurance policies
or the assets of any such Trust.
8.8 Conduct of Participants. Notwithstanding anything contained to the
contrary, no payment of any then unpaid benefits shall be made and all rights
under the Plan payable to a Participant, or any other person, to receive
payments thereof shall be forfeited if the Participant
9
shall engage in any activity or conduct which in the opinion the Board of the
Bank is inimical to the best interests of the Bank.
8.9 Incompetency. If the Bank shall find that any person to whom any
payment is payable under the Plan is deemed unable to care for his or her
personal affairs because of illness or accident, or is a minor, any payment due
(unless a prior claim therefor shall have been made by a duly appointed
guardian, committee or other legal representative) may be paid to the spouse, a
child, a parent, or a brother or sister, or to any person deemed by the Bank to
have incurred expense for such person otherwise entitled to payment, in such
manner and proportions as the Board, in its sole discretion, may determine. Any
such payments shall constitute a complete discharge of the liabilities of the
Bank under the Plan.
8.10 Construction. The Board shall have full power and authority to
interpret, construe and administer this Plan and the Board's interpretations and
construction thereof, and actions thereunder, shall be binding and conclusive on
all persons for all purposes. Directors of the Bank and members of the Committee
shall not be liable to any person for any action taken or omitted in connection
with the interpretation and administration of this Plan unless attributable to
his or her own willful, gross misconduct or intentional lack of good faith.
8.11 Plan Administration. The Board of the Bank shall administer the
Plan; provided, however, that the Board may appoint an administrative committee
("Committee") to provide administrative services or perform duties required by
this Plan. The Committee shall have only the authority granted to it by the
Board.
8.12 Governing Law. This Plan shall be construed in accordance with and
governed by the laws of the State of New Jersey, except to the extent that
Federal law shall be deemed to apply. No payments of benefits shall be made
hereunder if the Board of the Bank, or counsel retained thereby, shall determine
that such payments shall be in violation of applicable regulations, or likely
result in imposition of regulatory action, by the Office of Thrift Supervision,
the Federal Deposit Insurance Corporation or other appropriate banking
regulatory agencies.
8.13 Regulatory Matters.
(a) The Participant or Beneficiary shall have no right to receive
compensation or other benefits in accordance with the Plan for any period after
termination of service for Just Cause. Termination for "Just Cause" shall
include termination because of the Participant's personal dishonesty,
incompetence, willful misconduct, breach of fiduciary duty involving personal
profit, intentional failure to perform stated duties, willful violation of any
law, rule or regulation (other than traffic violations or similar offenses) or
final cease-and-desist order, or material breach of any provision of the Plan.
10
(b) Notwithstanding anything herein to the contrary, any payments made
to a Participant or Beneficiary pursuant to the Plan shall be subject to and
conditioned upon compliance with 12 USC ss.1828(k) and any regulations
promulgated thereunder.
(c) If the Participant is suspended and/or temporarily prohibited from
participating in the conduct of the Bank's affairs by a notice served under
Section 8(e)(3) or (g)(1) of the FDIA (12 U.S.C. 1818(e)(3) and (g)(1)), the
Bank's obligations under the Agreement shall be suspended as of the date of
service, unless stayed by appropriate proceedings. If the charges in the notice
are dismissed, the Bank's may within its discretion (i) pay the Participant all
or part of the compensation withheld while its contract obligations were
suspended and (ii) reinstate (in whole or in part) any of its obligations which
were suspended.
(d) If the Participant is removed and/or permanently prohibited from
participating in the conduct of the Bank's affairs by an order issued under
Sections 8(e)(4) or 8(g)(1) of the Federal Deposit Insurance Act ("FDIA") (12
U.S.C. 1818(e)(4) and (g)(1)), all obligations of the Bank under this Agreement
shall terminate, as of the effective date of the order, but the vested rights of
the contracting parties shall not be affected.
(e) If the Bank is in default (as defined in Section 3(x)(1) of FDIA)
all obligations under this Agreement shall terminate as of the date of default,
but this paragraph shall not affect any vested rights of the contracting
parties.
(f) All obligations under this Agreement shall be terminated, except to
the extent determined that continuation of this Agreement is necessary for the
continued operation of the Bank: (i) by the Director of the Office of Thrift
Supervision ("Director of OTS"), or his or her designee, at the time that the
Federal Deposit Insurance Corporation ("FDIC") enters into an agreement to
provide assistance to or on behalf of the Bank under the authority contained in
Section 13(c) of FDIA; or (ii) by the Director of the OTS, or his or her
designee, at the time that the Director of the OTS, or his or her designee
approves a supervisory merger to resolve problems related to operation of the
Bank or when the Bank is determined by the Director of the OTS to be in an
unsafe or unsound condition. Any rights of the parties that have already vested,
however, shall not be affected by such action.
8.14 Successors and Assigns. The Plan shall be binding upon any
successor or successors of the Bank, and unless clearly inapplicable, reference
herein to the Bank shall be deemed to include any successor or successors of the
Bank.
8.15 Sole Agreement. The Plan expresses, embodies, and supersedes all
previous agreements, understandings, and commitments, whether written or oral,
between the Bank and any Participants and Beneficiaries hereto with respect to
the subject matter hereof.
11
IN WITNESS WHEREOF, the Bank has caused the Plan to be executed by its
duly authorized officers.
Synergy Federal Savings Bank
________________________________ By: ____________________________________
Date
Title: _________________________________
________________________________ ________________________________________
Date Witness
Acknowledgement:
________________________________ ________________________________________
Date Participant
________________________________ ________________________________________
Date Participant
________________________________ ________________________________________
Date Participant
SCHEDULE I
----------
Participants in the Plan as of January 1, 2002 and Annual Deferred Compensation
Accruals are:
Annual Deferred Compensation
Participant Accrual (1)
----------- -------
1. Kevin Wenthen 10%
2. Kevin McCloskey 10%
3. Ralph Fernendez 10%
____________________________
(1) Designation of Percentage of Annual Base Salary in effect as of the
December 31 of the applicable Calendar year
SCHEDULE A
BENEFICIARY DESIGNATION
-----------------------
I, _________________________________, hereby name ____________ as my
beneficiary under the terms of the Synergy Federal Savings Bank Supplemental
Executive Retirement Plan for the Benefit of Senior Officers. In the event that
such designated beneficiary does not survive me, I designate ______________,
___________ and ____________ as my contingent beneficiaries to share and share
alike and to receive any benefits remaining under the terms of the Agreement at
the time of my death.
Witness: Participant:
__________________________________ ________________________________________
Date: ______________________________