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EXHIBIT 10.17
BANCTENN CORP.
SPLIT DOLLAR LIFE INSURANCE PLAN
PLAN AGREEMENT
THIS AGREEMENT, made and entered into this 1ST day of January, 1999,
by and between BANCTENN CORP. (the "Company") and COLON A. TERRELL, JR., an
employee or director of the Company (the "Participant"), pursuant to the terms
of the BancTenn Corp. Split Dollar Life Insurance Plan (the "Plan"), which Plan
is attached hereto and the terms of which are incorporated herein by reference.
WHEREAS, Participant has been selected by the Committee (as defined in
the Plan) as an eligible Participant under the Plan; and
WHEREAS, the Participant desires to participate in the Plan in
accordance with the terms and conditions stated in the Plan;
NOW, THEREFORE, in consideration of the premises and the mutual
promises contained herein, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. Pursuant to the terms of the Plan, and its predecessor
provisions and agreements, Company and Participant have heretofore acquired
Life Insurance Policy No. 13336792 issued by The Northwestern Mutual Life
Insurance Company on May 25, 1995, with a face value of $200,000, and Life
Insurance Policy No. 14779985 issued by The Northwestern Mutual Life Insurance
Company on September 14, 1998, with a face value of $700,000 (such life
insurance policies herein referred to collectively as the "Policy").
2. The Company and the Participant shall be the owners of the
Policy and any other insurance policy acquired on Participant's life pursuant
to the Plan and this Agreement (the Policy and any other insurance policy
herein collectively referred to as the "Policy"). Their respective interests in
the Policy shall be as they are set out in the Plan and this Agreement. While
this Agreement is in force, the Company shall have the unqualified right to
control the portion of the cash surrender value of the Policy equal to the
amount it contributed out of its own funds pursuant to Section 4 hereunder and
Section 4.5 of the Plan. The Company shall possess the right to borrow either
directly or indirectly against the Policy or to repledge its collateral
security interest in it for an amount not exceeding its interest. The
Participant shall control all Policy values over and above those reserved to
the Company, and all other Policy rights not otherwise ceded to the Company.
However, the Participant agrees that he will not deal with the Policy other
than in a manner expressly provided for in the Plan or this Agreement until
after the Plan or this Agreement is terminated.
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3. On or before the due date of each insurance policy premium,
or within the grace period provided therein, the Company shall pay to the
Insurer the premium due.
4. The Participant agrees to designate his Beneficiary to
receive benefits under the Plan and this Agreement. If more than one
Beneficiary is named, the shares and preference of each shall be indicated. The
Participant shall execute a Beneficiary Designation Form used by the Insurer
for such designations.
5. The Participant shall have the right to make an absolute
assignment of his entire interest under this Agreement and of his interest in
the Policy at any time to any person or persons. Upon delivery of a signed copy
of the assignment to the Company, all of the rights, obligations and duties of
the Participant hereunder shall pass to and be binding upon such assignee
(including the right to make further assignments) and the Participant shall
have no further interest in the Plan, this Agreement or the insurance policy.
6. Any notice which shall or may be given under the Plan or this
Agreement shall be in writing and shall be mailed by first class mail, postage
prepaid. If notice is to be given to the Company, such notice shall be
addressed to the Company at its general offices:
BancTenn Corp.
301 East Center Street
Kingsport, Tennessee 37660-4801
Attention: Human Resources Committee
Split Dollar Life Insurance Plan
If notice is to be given to the Participant, such notice shall be addressed to:
Colon A. Terrell, Jr.
1000 Huntington Ct.
Kingsport, Tennessee 37660
Any party may change the address to which notices shall be mailed from time to
time by giving written notice of such new address.
7. This Agreement shall be binding upon the Company and its
successors and assigns, and upon the Participant, his Beneficiary, heirs,
executors and administrators.
8. This Agreement shall be construed and governed in all
respects under and by the laws of the State of Tennessee, except to the extent
preempted by ERISA. If any provision of this Agreement shall be held by a court
of competent jurisdiction to be invalid or unenforceable, the remaining
provision hereof shall continue to be fully effective.
9. This Agreement shall be construed, where required, so that
the masculine gender includes the feminine.
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10. This Agreement may be terminated by the Company in accordance
with the provisions of Articles VIII and IX of the Plan.
11. This Agreement does not constitute a contract of employment
between the Company and the Participant. Employment and compensation may be
terminated with or without cause at any time by the Company or by the
Participant.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be
executed as of the day and year first above written.
BANCTENN CORP.
By: /s/ Roy L. Harmon, Jr.
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Authorized Representative
PARTICIPANT:
/s/ Colon A. Terrell, Jr.
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COLON A. TERRELL, JR.
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