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EXHIBIT 10-D
(SAMPLE)
Exhibit A
DESIGNATION OF BENEFICIARY
Pursuant to the terms of an EXECUTIVE SUPPLEMENTAL INCOME PLAN AGREEMENT, dated
_____________________, between myself and First National Bank of Vicksburg, I
hereby designate the following beneficiary(ies) to receive my payments which
may be due under such Agreement after my death:
Primary Individual Beneficiary(ies):
______________________________ __________________________________
Name Relationship
______________________________ __________________________________
Name Relationship
Contingent Individual Beneficiary(ies):
_______________________________ __________________________________
Name Relationship
_______________________________ __________________________________
Name Relationship
This designation hereby revokes any prior designation which may have been in
effect.
Date:_____________________________
_______________________________ __________________________________
Witness Officer
Acknowledged By: __________________________________________________
Title
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EXECUTIVE SUPPLEMENTAL INCOME PLAN
EXECUTIVE BENEFIT SHEET
NAME: OFFICER
PLAN COMPENSATION: $351,000
YOUR BENEFITS
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Family Income - In the event of your
death prior to age 65, your family
will receive an annual income for
one year from the Bank
in the amount of............................. $39,000.00
for 4 years thereafter, an annual
income in the amount of...................... $29,250.00
and for 10 years thereafter, an annual
income in the amount of...................... $19,500.00
* This projection does not constitute a benefit agreement.
Actual benefits are provided by a separate agreement which
must be executed by the Bank and the Individual selected to
participate.
HOW THE PLAN WORKS
As a participant in the EXECUTIVE SUPPLEMENTAL INCOME PLAN, there will be no
reduction in your take-home pay. Also, you will pay no taxes during the years
prior to death. When your family receives the benefits upon your death, they
will be taxed as salary.
These benefits are provided to you by the Bank and are in addition to Social
Security, and any other benefit which you may be entitled to participate in
such as Pension Plan, ESOP and other fringe benefits provided by the Bank.
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EXECUTIVE SUPPLEMENTAL INCOME AGREEMENT
(Pre-Retirement)
THIS AGREEMENT is entered into this _____day of ______________1993, by
and between First National Bank (hereinafter called the "BANK"), party of the
first part, and _________________ (hereinafter called "EMPLOYEE"), party of the
second part.
WITNESSETH:
WHEREAS, Employee has been employed by the Bank in an executive
capacity and has discharged all duties in a capable and efficient manner
resulting in substantial profits to the Bank; and
WHEREAS, the Bank desires to retain the services of Employee and
realizes that if the Employee were to enter into competition with the Bank it
may suffer financial loss; and
WHEREAS, Employee is willing to remain in the employment of the Bank
if the Bank will agree to pay the Employee's spouse or designated
beneficiaries, certain annual amounts, all in accordance with the provisions
and conditions set forth hereinafter;
NOW, THEREFORE, in consideration of the premises and of the covenants
and agreements herein set forth, and for good and valuable consideration,
receipt of which is hereby acknowledged, the parties hereto covenant and agree
as follows:
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1. The Bank agrees that, provided Employee shall die prior to
attaining age sixty-five (65), and provided further that such death occurs
while Employee is still in the active employment of the Bank, that commencing
with the first day of the month following the month in which Employee shall
die, it will pay Employee's spouse, if then living, the sum of Thirty-Nine
Thousand and 00/100 Dollars ($39,000.00) per annum for one (1) year, payable in
equal installments of Three Thousand Two Hundred Fifty and 00/100 Dollars
($3,250.00) each for twelve (12) months immediately following the death of
Employee; and at the conclusion of the first twelve-month period following
Employee's death, the Bank will pay the sum of Twenty-Nine Thousand Two Hundred
Fifty and 00/100 Dollars ($29,250.00) per annum for four (4) years payable in
equal installments of Two Thousand Four Hundred Thirty-Seven and 50/100 Dollars
($2,437.50) per month for forty eight (48) months; and at the conclusion of
this four-year period following Employee's death, the Bank will pay the sum of
Nineteen Thousand Five Hundred and 00/100 Dollars ($19,500) per annum for ten
(10) years, payable in equal installments of One Thousand Six Hundred
Twenty-Five and 00/100 Dollars ($1,625.00) per month for one hundred twenty
(120) months subject to the conditions and limitations set out elsewhere in
this Agreement; payable upon the first business day of each month. If said
spouse shall have predeceased Employee or should die during the one hundred
eighty (180) months following Employee's death, the balance of such payments
shall be made on the same monthly basis to the designated beneficiaries of
Employee living at Employee's death or the death of Employee's spouse,
whichever is later, share and share alike, until the Bank shall have made said
one hundred eighty (180) monthly payments. If, at the date of death of the
Employee, no spouse or duly designated Beneficiary exists, or if the spouse or
designated beneficiary shall have died prior to the death of the Employee, or
if the Employee has revoked a prior designation by a writing filed with the
Bank without having filed a new designation, then any death benefits which
would have been payable to the Beneficiary shall be payable to the Employee's
surviving children, equally; of if none survive, then to the Employee's estate.
2. The Bank agrees that if Employee's spouse and designated
beneficiaries shall die before receiving the said one hundred eighty (180)
monthly payments, the balance of each payment shall be made to the Employee's
Estate until the Bank shall have made one hundred eighty (180) monthly
payments.
3. It is agreed that neither Employee nor spouse or designated
beneficiaries shall have any right to commute, sell, assign, transfer, or
otherwise convey the right to receive any payments hereunder which payments and
the right thereto are expressly declared to be nonassignable and
nontransferable, and any attempted assignment shall be void.
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4. This Agreement shall be binding upon the parties hereto, their
heirs, executors, administrators or the successors of any of the
aforementioned.
5. If Employee shall voluntarily terminate employment during
Employee's lifetime, or if employment shall be terminated by the Board of
Directors of the Bank during Employee's lifetime, this Agreement shall
automatically terminate and the Bank shall have no further obligation
hereunder.
6. During the lifetime of Employee, this Agreement may be amended or
revoked at any time in whole or in part by the Bank.
7. Notwithstanding anything to the contrary in this Agreement, the
benefit otherwise provided herein shall not be payable if the Employee's death
results from suicide, whether sane or insane within two years after the
execution of this Agreement.
8. The Bank's obligations under this Agreement shall be an unfunded
and unsecured promise to pay. The Bank shall not be obligated under any
circumstances to fund its obligations under this Agreement. The Bank
may,however, at its sole and exclusive option, elect to informally fund this
Agreement in whole or in part.
9. This Agreement shall not be deemed to create a contract of
employment between the Bank and the Employee and shall create no right in the
Employee to continue in the Bank's employ for any specific period of time, or
to create any other rights in the Employee or obligations on the part of the
Bank, except as are set forth in this Agreement. Nor shall this Agreement
restrict the right of the Bank to terminate the Employee or restrict the right
of the Employee to terminate his employment.
10. The rights of the Employee, any designated recipient of the
Employee, or any other person claiming through the Employee under this
Agreement, shall be solely those of an unsecured general creditor of the Bank.
The employee, the designated recipient of the Employee, or any other person
claiming through the Employee, shall only have the right to receive from the
Bank those payments as specified under this Agreement.
11. The Employee agrees that he, his designated recipient, or any
other person claiming through him shall have no rights or interests whatsoever
in any asset of the Bank. Any asset used or acquired by the Bank in connection
with the liabilities it has assumed under this Agreement, except as expressly
provided, shall not be deemed to be held under any trust for the benefit of the
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Employee or his recipients. Nor shall it be considered security for the
performance of the obligations of the Bank. It shall be, and remain, a
general, unpledged, and unrestricted asset of the Bank.
12. The Bank reserves the right to accelerate the payment of any
benefits payable under this Agreement without the consent of the Employee, the
Employee's spouse, estate, designated recipients, or any other person claiming
through the Employee. In the event the Bank determines to accelerate these
payments, the present value of any future payments shall be paid to the
recipient. The current federal reserve discount rate which is charged on loans
to the Bank shall be used in discounting any payments as determined by the
employer.
13. This Agreement shall be governed by the laws of the State or
Commonwealth wherein the Bank has its main office.
14. In the event that any of the provisions, or portion thereof, of
this Agreement are held to be inoperative or invalid by any court of competent
jurisdiction, then (1) insofar as is reasonable, effect will be given to the
intent manifested in the provision held invalid or inoperative and (2) the
validity and enforceability of the remaining provisions will not be affected
thereby.
15. For purposes of this Agreement the Employee shall designate a
Beneficiary on forms furnished by the Bank. (a copy of which is attached
hereto and labeled Exhibit A.) Such Employee may then from time to time change
the designated Beneficiary by written notice to the Bank and upon such
change,the rights of all previously designated Beneficiaries to receive any
benefits under this Agreement shall cease.
16. If the Bank shall find that any person to whom any payment is
payable under this Agreement is unable to care for their 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, a brother
or sister or a custodian determined pursuant to the Uniform Gift to Minors Act,
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 Bank may
determine. Any such payment shall be a complete discharge of the liabilities
of the Bank under this Agreement.
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17. This Agreement shall be executed in triplicate, each copy of
which, when so executed and delivered, shall be an original, but all three
copies shall together constitute one and the same instrument.
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Officer
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Witness
Approved by authorized officer of the Bank:
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Authorized Officer Title