EXHIBIT 10.16
GREENE COUNTY BANK
Executive Deferred Compensation Agreement
GREENE COUNTY BANK
EXECUTIVE DEFERRED COMPENSATION AGREEMENT
THIS AGREEMENT is made this 11th day of March, 2005, by and between GREENE
COUNTY BANK (the "Bank"), a state-chartered commercial bank located in
Greeneville, Tennessee and R. STAN PUCKETT (the "Executive").
INTRODUCTION
To encourage the Executive to remain an employee of the Bank, the Bank is
willing to provide a deferred compensation benefit to the Executive. The Bank
will distribute the benefit from its general assets.
ARTICLE 1
DEFINITIONS
Whenever used in this Agreement, the following words and phrases shall
have the meanings specified:
1.1 "Beneficiary" means each designated person, or the estate of the deceased
Executive, entitled to benefits, if any, upon the death of the Executive
determined pursuant to Article 6.
1.2 "Board" means the Board of Directors of the Bank as from time to time
constituted.
1.3 "Beneficiary Designation Form" means the form established from time to
time by the Plan Administrator that the Executive completes, signs, and
returns to the Plan Administrator to designate one or more beneficiaries.
1.4 "Code" means the Internal Revenue Code of 1986, as amended.
1.5 "Compensation" means the salary and bonus that would be paid to the
Executive during a Plan Year, absent deferrals, less FICA taxes associated
with such salary and bonus.
1.6 "Deferral Account" means the Bank's accounting of the Executive's
accumulated Deferrals, plus accrued interest.
1.7 "Deferrals" means the amount of the Executive's Compensation which the
Executive elects to defer according to this Agreement.
1.8 "Disability" means the Executive (i) is unable to engage in any
substantial gainful activity by reason of any medically determinable
physical or mental impairment which can be expected to result in death or
can be expected to last for a continuous period of not less than 12
months, or (ii) is, by reason of any medically determinable physical or
mental impairment which can be expected to result in death or can be
expected to last for a continuous period of not less than 12 months,
receiving income replacement benefits for a period of not less than 3
months under an accident and health plan covering directors of the Bank.
Medical determination of Disability may be made by either the Social
Security Administration or by the provider of an accident or health plan
covering directors of the Bank. The Executive must submit proof to the
Plan Administrator of Social Security Administration's or the provider's
determination upon the request of the Plan Administrator.
1.9 "Early Retirement" means after reaching Early Retirement Age and before
Normal Retirement Age, the Executive chooses not to stand for reelection
to the Board.
1.10 "Early Retirement Age" means the Executive attaining age fifty five (55)
with ten (10) or more years of service.
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Executive Deferred Compensation Agreement
1.11 "Early Termination" means Separation from Service before Normal Retirement
Age for reasons other than death, Disability, or Early Retirement.
1.12 "Effective Date" means March 11, 2005.
1.13 "Election Form" means the form established from time to time by the Plan
Administrator that the Executive completes, signs, and returns to the Plan
Administrator to make elections under the Agreement.
1.14 "Normal Retirement Age" means the Executive attaining age sixty (60).
1.15 "Plan Administrator" means the plan administrator described in Article 8.
1.16 "Plan Year" means a twelve-month period commencing on January 1st and
ending on December 31st of each year. The initial Plan Year shall commence
on the Effective Date of this Agreement.
1.17 "Secretary" means the Secretary of the United States Department of the
Treasury.
1.18 "Separation from Service" means that the Executive's service, as an
employee and independent contractor, to the Bank and any member of a
controlled group as defined in Section 414 of the Code to which the Bank
belongs, has terminated for any reason, other than by reason of a leave of
absence approved by the Bank or the death of the Executive.
ARTICLE 2
DEFERRAL ELECTION
2.1 Generally. Unless otherwise provided for by the Secretary, the Executive
may file annually Compensation Election Form(s) with the Plan
Administrator no later than the end of the Plan Year preceding the Plan
Year in which services leading to such Compensation will be performed
(e.g., by December 31, 20XX for Compensation to be deferred in 20XX+1).
The Election Form(s) shall set forth the amount of Compensation to be
deferred and shall be effective to defer only Compensation earned for
services performed after the date the Election Form(s) are received by the
Plan Administrator. The maximum annual amount the Executive can defer is
$12,000.
2.2 First Year of Eligibility. To defer Compensation for services performed in
the first Plan Year, the Executive may make a deferral election under this
Agreement by delivering to the Plan Administrator a signed Election
Form(s) within thirty (30) days after the date of notification of the
Executive's eligibility to participate in the plan. The Election Form(s)
shall set forth the amount of Compensation to be deferred and shall be
effective to defer only Compensation earned for services performed after
the date the Election Form(s) are received by the Plan Administrator. The
maximum annual amount the Executive can defer is $12,000.
2.3 Change in Form or Timing of Distributions. For distribution of benefits
under Article 4, the Executive may elect to delay the timing or change the
form of distributions by submitting the appropriate Election Form(s) to
the Plan Administrator. Any such elections:
(a) may not accelerate the time or schedule of any distribution,
except as allowed by the
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Executive Deferred Compensation Agreement
Secretary;
(b) must, for benefits payable under Section 4.1, be made at least
twelve (12) months prior to the first scheduled distribution;
(c) must, for benefits payable under Sections 4.1 and 4.2, delay
the commencement of distributions for a minimum of five (5)
years from the date the first distribution was originally
scheduled to be made; and
(d) must take effect not less than twelve (12) months after the
election is made.
ARTICLE 3
DEFERRAL ACCOUNT
3.1 Establishing and Crediting. The Bank shall establish a Deferral Account on
its books for the Executive and shall credit to the Deferral Account the
following amounts:
3.1.1 Deferrals. The Compensation deferred by the Executive as of the time
the Compensation would have otherwise been paid to the Executive.
3.1.2 Interest. (a) On the last day of each month prior to Separation from
Service, interest shall be credited on the Deferral Account at an
annual rate equal to ten percent (10%), compounded monthly.
(b) On the last day of each month following Separation from
Service, including Normal Retirement, Early Retirement, or
Disability and during any applicable installment period,
interest shall be credited on the unpaid Deferral Account
balance at an annual rate equal to seven and one-half percent
(7.5%), compounded monthly.
3.2 Statement of Accounts. The Plan Administrator shall provide to the
Executive, within one hundred twenty (120) days after the end of each Plan
Year, a statement setting forth the Deferral Account balance.
3.3 Accounting Device Only. The Deferral Account is solely a device for
measuring amounts to be paid under this Agreement. The Deferral Account is
not a trust fund of any kind. The Executive is a general unsecured
creditor of the Bank for the distribution of benefits. The benefits
represent the mere Bank promise to distribute such benefits. The
Executive's rights are not subject in any manner to anticipation,
alienation, sale, transfer, assignment, pledge, encumbrance, attachment,
or garnishment by the Executive's creditors.
ARTICLE 4
BENEFITS DURING LIFETIME
4.1 Normal Retirement Benefit. Upon the Executive reaching Normal Retirement
Age, the Bank shall distribute to the Executive the benefit described in
this Section 4.1 in lieu of any other benefit under this Agreement.
4.1.1 Amount of Benefit. The benefit under this Section 4.1 is the
Deferral Account balance at the Executive's Normal Retirement Age.
4.1.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Executive in one hundred twenty (120) consecutive equal monthly
installments commencing the month following Normal Retirement Age.
4.2 Early Retirement Benefit. Upon the Executive's Early Retirement, the Bank
shall distribute to the Executive the benefit described in this Section
4.2 in lieu of any other benefit under this Agreement.
4.2.1 Amount of Benefit. The benefit under this Section 4.2 is the
Deferral Account balance at the date
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Executive Deferred Compensation Agreement
selected by the Executive on the Election Form.
4.2.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Executive in one hundred twenty (120) consecutive monthly
installments commencing on the date selected by the Executive on the
Election Form.
4.3 Early Termination Benefit. Upon the Executive's Early Termination, the
Bank shall distribute to the Executive the benefit described in this
Section 4.3 in lieu of any other benefit under this Agreement.
4.3.1 Amount of Benefit. The benefit under this Section 4.3 is the
Deferral Account balance at the Executive's Separation from Service.
4.3.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Executive in a lump sum within sixty (60) days following
Separation from Service.
4.4 Disability Benefit. If the Executive separates from service due to
Disability prior to Normal Retirement Age, the Bank shall distribute to
the Executive the benefit described in this Section 4.4 in lieu of any
other benefit under this Agreement.
4.4.1 Amount of Benefit. The benefit under this Section 4.4 is the
Deferral Account balance at the Executive's Separation from Service.
4.4.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Executive in one hundred twenty (120) consecutive monthly
installments commencing within sixty (60) days following the
Executive's Separation from Service due to Disability.
ARTICLE 5
DEATH BENEFITS
5.1 Death During Active Service Prior to Normal Retirement Age. If the
Executive dies while in the service of the Bank prior to Normal Retirement
Age, the Bank shall distribute to the Executive's designated Beneficiary
the benefit described in this Section 5.1 in lieu of any other benefit
under this Agreement.
5.1.1 Amount of Benefit. The benefit under this Section 5.1 is the
Executive's projected Deferral Account balance at Normal Retirement
Age as shown on Addendum A.
5.1.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Beneficiary in one hundred twenty (120) consecutive equal
monthly installments commencing within sixty (60) days following
receipt by the Bank of the Executive's death certificate.
5.2 Death Following Separation from Service Due to Early Retirement, Early
Termination, or Disability. If the Executive dies following Separation
from Service due to Early Retirement, Early Termination, or Disability,
the Bank shall distribute to the Executive's designated Beneficiary the
benefit described in this Section 5.2 in lieu of any other benefit under
this Agreement.
5.2.1 Amount of Benefit. The benefit under this Section 5.2 is the
remaining Deferral Account balance at the Executive's death.
5.2.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Beneficiary in a lump sum within sixty (60) days following
receipt by the Bank of the Executive's death certificate.
5.3 Death During Distribution of the Normal Retirement Benefit. If the
Executive dies after the Normal Retirement Benefit distributions have
commenced under Section 4.1 of this Agreement but before receiving
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Executive Deferred Compensation Agreement
all such distributions, the Bank shall distribute to the Beneficiary the
remaining Deferral Account balance on the same schedule as if the
Executive had not died.
ARTICLE 6
BENEFICIARIES
6.1 Beneficiary. The Executive shall have the right, at any time, to designate
a Beneficiary(ies) to receive any benefits distributable under the
Agreement to a beneficiary upon the death of the Executive. The
Beneficiary designated under this Agreement may be the same as or
different from the Beneficiary designation under any other plan of the
Bank in which the Executive participates.
6.2 Beneficiary Designation; Change; Spousal Consent. The Executive shall
designate a Beneficiary by completing and signing the Beneficiary
Designation Form, and delivering it to the Plan Administrator or its
designated agent. If the Executive names someone other than his or her
spouse as a Beneficiary, a spousal consent, in the form designated by the
Plan Administrator, must be signed by the Executive's spouse and returned
to the Plan Administrator. The Executive's beneficiary designation shall
be deemed automatically revoked if the beneficiary predeceases the
Executive or if the Executive names a spouse as beneficiary and the
marriage is subsequently dissolved. The Executive shall have the right to
change a Beneficiary by completing, signing and otherwise complying with
the terms of the Beneficiary Designation Form and the Plan Administrator's
rules and procedures, as in effect from time to time. Upon the acceptance
by the Plan Administrator of a new Beneficiary Designation Form, all
Beneficiary designations previously filed shall be cancelled. The Plan
Administrator shall be entitled to rely on the last Beneficiary
Designation Form filed by the Executive and accepted by the Plan
Administrator prior to the Executive's death.
6.3 Acknowledgment. No designation or change in designation of a Beneficiary
shall be effective until received, accepted and acknowledged in writing by
the Plan Administrator or its designated agent.
6.4 No Beneficiary Designation. If the Executive dies without a valid
beneficiary designation, or if all designated Beneficiaries predecease the
Executive, then the Executive's spouse shall be the designated
Beneficiary. If the Executive has no surviving spouse, the benefits shall
be made to the personal representative of the Executive's estate.
6.5 Facility of Distribution. If the Plan Administrator determines in its
discretion that a benefit is to be paid to a minor, to a person declared
incompetent, or to a person incapable of handling the disposition of that
person's property, the Plan Administrator may direct distribution of such
benefit to the guardian, legal representative or person having the care or
custody of such minor, incompetent person or incapable person. The Plan
Administrator may require proof of incompetence, minority or guardianship
as it may deem appropriate prior to distribution of the benefit. Any
distribution of a benefit shall be a distribution for the account of the
Executive and the Beneficiary, as the case may be, and shall be a complete
discharge of any liability under the Agreement for such distribution
amount.
ARTICLE 7
GENERAL LIMITATIONS
7.1 No Withdrawal Election. A Executive may not elect, at any time, to
withdraw any portion of the Account Balance prior to the payment date
indicated under Article 4 or 5, as applicable.
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Executive Deferred Compensation Agreement
ARTICLE 8
ADMINISTRATION OF PLAN
8.1 Plan Administrator Duties. This Agreement shall be administered by a Plan
Administrator which shall consist of the Board, or such committee or
person(s) as the Board shall appoint. The Executive may be a member of the
Plan Administrator. The Plan Administrator shall also have the discretion
and authority to (i) make, amend, interpret and enforce all appropriate
rules and regulations for the administration of this Agreement and (ii)
decide or resolve any and all questions including interpretations of this
Agreement, as may arise in connection with the Agreement.
8.2 Agents. In the administration of this Agreement, the Plan Administrator
may employ agents and delegate to them such administrative duties as it
sees fit, (including acting through a duly appointed representative), and
may from time to time consult with counsel who may be counsel to the Bank.
8.3 Binding Effect of Decisions. The decision or action of the Plan
Administrator with respect to any question arising out of or in connection
with the administration, interpretation and application of the Agreement
and the rules and regulations promulgated hereunder shall be final and
conclusive and binding upon all persons having any interest in the
Agreement.
8.4 Indemnity of Plan Administrator. The Bank shall indemnify and hold
harmless the members of the Plan Administrator against any and all claims,
losses, damages, expenses or liabilities arising from any action or
failure to act with respect to this Agreement, except in the case of
willful misconduct by the Plan Administrator or any of its members.
8.5 Bank Information. To enable the Plan Administrator to perform its
functions, the Bank shall supply full and timely information to the Plan
Administrator on all matters relating to the Compensation of the
Executive, the date and circumstances of the retirement, Disability,
death, or Separation from Service of the Executive, and such other
pertinent information as the Plan Administrator may reasonably require.
ARTICLE 9
CLAIMS AND REVIEW PROCEDURES
9.1 Claims Procedure. The Executive or Beneficiary ("Claimant") who has not
received benefits under the Agreement that he or she believes should be
paid shall make a claim for such benefits as follows:
9.1.1 Initiation - Written Claim. The Claimant initiates a claim by
submitting to the Bank a written claim for the benefits.
9.1.2 Timing of Bank Response. The Bank shall respond to such Claimant
within 90 days after receiving the claim. If the Bank determines
that special circumstances require additional time for processing
the claim, the Bank can extend the response period by an additional
90 days by notifying the Claimant in writing, prior to the end of
the initial 90-day period, that an additional period is required.
The notice of extension must set forth the special circumstances and
the date by which the Bank expects to render its decision.
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Executive Deferred Compensation Agreement
9.1.3 Notice of Decision. If the Bank denies part or all of the claim, the
Bank shall notify the Claimant in writing of such denial. The Bank
shall write the notification in a manner calculated to be understood
by the Claimant. The notification shall set forth:
(a) The specific reasons for the denial,
(b) A reference to the specific provisions of the Agreement
on which the denial is based,
(c) A description of any additional information or material
necessary for the Claimant to perfect the claim and an
explanation of why it is needed, and
(d) An explanation of the Agreement's review procedures and
the time limits applicable to such procedures.
9.2 Review Procedure. If the Bank denies part or all of the claim, the
Claimant shall have the opportunity for a full and fair review by the Bank
of the denial, as follows:
9.2.1 Initiation - Written Request. To initiate the review, the Claimant,
within 60 days after receiving the Bank's notice of denial, must
file with the Bank a written request for review.
9.2.2 Additional Submissions - Information Access. The Claimant shall then
have the opportunity to submit written comments, documents, records
and other information relating to the claim. The Bank shall also
provide the Claimant, upon request and free of charge, reasonable
access to, and copies of, all documents, records and other
information relevant to the Claimant's claim for benefits.
9.2.3 Considerations on Review. In considering the review, the Bank shall
take into account all materials and information the Claimant submits
relating to the claim, without regard to whether such information
was submitted or considered in the initial benefit determination.
9.2.4 Timing of Bank Response. The Bank shall respond in writing to such
Claimant within 60 days after receiving the request for review. If
the Bank determines that special circumstances require additional
time for processing the claim, the Bank can extend the response
period by an additional 60 days by notifying the Claimant in
writing, prior to the end of the initial 60-day period, that an
additional period is required. The notice of extension must set
forth the special circumstances and the date by which the Bank
expects to render its decision.
9.2.5 Notice of Decision. The Bank shall notify the Claimant in writing of
its decision on review. The Bank shall write the notification in a
manner calculated to be understood by the Claimant. The notification
shall set forth:
(a) The specific reasons for the denial,
(b) A reference to the specific provisions of the Agreement
on which the denial is based, and
(c) A statement that the Claimant is entitled to receive,
upon request and free of charge, reasonable access to,
and copies of, all documents, records and other
information relevant to the Claimant's claim for
benefits.
ARTICLE 10
AMENDMENTS AND TERMINATION
10.1 Termination. The Bank reserves the right to terminate the Agreement at any
time by action of its Board. Upon such termination, the Deferral Account
balance shall be paid to the Executive in a lump sum within sixty (60)
days following the earliest of:
(a) Separation from Service;
(b) Death;
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Executive Deferred Compensation Agreement
(c) Such time as permitted by the Secretary under regulations issued
pursuant to Section 409A of the Code.
10.2 Amendment. The Bank can amend the Agreement at any time by action of its
Board. However, no such amendment shall change any right or benefit to
which the Executive or Beneficiary has become entitled under Articles 4 or
5, nor accelerate payment of the benefit to the Executive.
ARTICLE 11
MISCELLANEOUS
11.1 Binding Effect. This Agreement shall bind the Executive and the Bank and
their beneficiaries, survivors, executors, administrators and transferees.
11.2 No Guarantee of Service. This Agreement is not a contract for services. It
does not give the Executive the right to remain a member of the Board, nor
does it interfere with the Bank's right to terminate the Executive's
service. It also does not require the Executive to remain in the service
of the Bank nor interfere with the Executive's right to separate from
service at any time.
11.3 Non-Transferability. Benefits under this Agreement cannot be sold,
transferred, assigned, pledged, attached or encumbered in any manner.
11.4 Tax Withholding. The Bank shall withhold any taxes that are required to be
withheld from the benefits provided under this Agreement.
11.5 Applicable Law. The Agreement and all rights hereunder shall be governed
by the laws of the State of Tennessee, except to the extent preempted by
the laws of the United States of America.
11.6 Unfunded Arrangement. Under this Agreement, the Executive and the
Beneficiary are general unsecured creditors of the Bank for the
distribution of benefits under this Agreement. The benefits represent the
mere promise by the Bank to distribute such benefits. The rights to
benefits are not subject in any manner to anticipation, alienation, sale,
transfer, assignment, pledge, encumbrance, attachment, or garnishment by
creditors. Any insurance on the Executive's life is a general asset of the
Bank to which the Executive and the Beneficiary have no preferred or
secured claim.
11.7 Reorganization. The Bank shall not merge or consolidate into or with
another company, or reorganize, or sell substantially all of its assets to
another company, firm, or person unless such succeeding or continuing
company, firm, or person agrees to assume and discharge the obligations of
the Bank under this Agreement. Upon the occurrence of such event, the term
"Bank" as used in this Agreement shall be deemed to refer to the successor
or survivor company.
11.8 Entire Agreement. This Agreement constitutes the entire agreement between
the Bank and the Executive as to the subject matter hereof. No rights are
granted to the Executive by virtue of this Agreement other than those
specifically set forth herein.
11.9 Interpretation. Wherever the fulfillment of the intent and purpose of this
Agreement requires, and the context will permit, the use of the masculine
gender includes the feminine and use of the singular includes the plural.
11.10 Alternative Action. In the event it shall become impossible for the Bank
or the Plan Administrator to perform any act required by this Agreement,
the Bank or Plan Administrator may in its discretion perform
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Executive Deferred Compensation Agreement
such alternative act as most nearly carries out the intent and purpose of
this Agreement and is in the best interests of the Bank.
11.11 Headings. Article and section headings are for convenient reference only
and shall not control or affect the meaning or construction of any of its
provisions.
11.12 Validity. In case any provision of this Agreement shall be illegal or
invalid for any reason, said illegality or invalidity shall not affect the
remaining parts hereof, but this Agreement shall be construed and enforced
as if such illegal and invalid provision has never been inserted herein.
11.13 Notice. Any notice or filing required or permitted to be given to the Plan
Administrator under this Agreement shall be sufficient if in writing and
hand-delivered, or sent by registered or certified mail, to the address
below:
Greene County Bancshares
100 North Main Street
Greeneville, TN 37743
Such notice shall be deemed given as of the date of delivery or, if
delivery is made by mail, as of the date shown on the postmark or the
receipt for registration or certification.
Any notice or filing required or permitted to be given to a Director under
this Agreement shall be sufficient if in writing and hand-delivered, or
sent by mail, to the last known address of the Executive.
IN WITNESS WHEREOF, the Executive and the Bank have signed this Agreement
as of March 11, 2005.
EXECUTIVE: BANK:
GREENE COUNTY BANK
/s/ R. Stan Puckett BY: /s/ William F. Richmond
- --------------------- --------------------------
R. STAN PUCKETT TITLE: SENIOR VICE PRESIDENT AND CHIEF FINANCIAL
OFFICER
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Executive Deferred Compensation Agreement
ELECTION FORM - Compensation Deferral
COMPENSATION DEFERRAL ELECTION FOR PLAN YEAR _____________
AMOUNT OF DEFERRAL
[INITIAL AND COMPLETE ONE]
____ I elect to defer [option: _____% or $____] of my monthly Compensation
(amount not to exceed $12,000).
____ I elect not to defer any of my Compensation.
PRINTED NAME: ________________________________
SIGNATURE: ________________________________
Date: _________
Received by the Plan Administrator this ________ day of ________________, 200__.
By: _________________________________
Title: _________________________________
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Executive Deferred Compensation Agreement
ELECTION FORM - Early Retirement Distribution
[ ] New Election
[ ] Change in Election
I elect to receive the Early Retirement benefit under the Agreement at the
following time (initial appropriate box):
4.2.2 EARLY RETIREMENT BENEFIT
___ The Bank shall distribute the benefit to the Director in one hundred
twenty (120) consecutive monthly installments commencing within 60 days
following my Early Retirement.
___ The Bank shall distribute the benefit to the Director in one hundred
twenty (120) consecutive monthly installments commencing within 60 days
following my Normal Retirement Age.
Change in Timing of Distribution. For distribution of benefits under Article
4.2, the Director may elect to delay the timing of distributions by submitting
the appropriate Election Form to the Plan Administrator. Any such election:
(a) may not accelerate the time or schedule of the distribution, except
as allowed by the Secretary;
(b) must delay the commencement of distributions for a minimum of five
(5) years from the date the first distribution was originally
scheduled to be made; and
(c) must take effect not less than twelve (12) months after the election
is made.
PRINTED NAME: __________________________
SIGNATURE: __________________________
Date: ________________
Received by the Plan Administrator this ______ day of ___________ , 200____.
By: ___________________________________________
Title: ________________________________________
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Executive Deferred Compensation Agreement
BENEFICIARY DESIGNATION FORM
[ ] New Designation
[ ] Change in Designation
I, ________________________________, designate the following as Beneficiary
under the Agreement:
Primary:
__________________________________________________ ___________ %
__________________________________________________ ___________ %
Contingent:
__________________________________________________ ___________ %
__________________________________________________ ___________ %
NOTES:
- Please PRINT CLEARLY or TYPE the names of the beneficiaries.
- To name a trust as beneficiary, please provide the name of the
trustee(s) and the exact name and date of the trust agreement.
- To name your estate as beneficiary, please write "Estate of _[your
name]_".
- Be aware that none of the contingent beneficiaries will receive
anything unless ALL of the primary beneficiaries predecease you.
I understand that I may change these beneficiary designations by delivering a
new written designation to the Plan Administrator, which shall be effective only
upon receipt and acknowledgment by the Plan Administrator prior to my death. I
further understand that the designations will be automatically revoked if the
beneficiary predeceases me, or, if I have named my spouse as beneficiary and our
marriage is subsequently dissolved.
NAME: _______________________________
SIGNATURE: _______________________________ DATE: _______
SPOUSAL CONSENT (Required if Spouse not named beneficiary):
I consent to the beneficiary designation above, and acknowledge that if I am
named beneficiary and our marriage is subsequently dissolved, the designation
will be automatically revoked.
SPOUSE NAME: _______________________________
Signature: _______________________________ Date: _______
Received by the Plan Administrator this ________ day of __________________, 2___
BY: _________________________________
Title: _________________________________
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Executive Deferred Compensation Agreement
ADDENDUM A
One Hundred Twenty Six Thousand Three Hundred Forty Six Dollars and 00/100
Dollars ($126,346.00) per year for ten (10) years, payable in one hundred twenty
(120) monthly installments of approximately Ten Thousand Five Hundred Twenty
Eight Dollars and 83/100 Dollars ($10,528.83).
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