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EXHIBIT 10.27
ROTO-ROOTER, INC.
SPLIT DOLLAR AGREEMENT
This Agreement, made on June 1, 1995, by and between
Roto-Rooter, Inc. ("the Corporation"), a Delaware corporation with offices at
2500 Chemed Center, 255 E. Fifth Street, Cincinnati, Ohio 45202 and
____________________ ("the Employee"), who is an employee of the Corporation.
1. PREMISES
1.1 The Employee is a valuable employee of the
Corporation. He/she wishes to provide adequate
protection for his/her family by insuring his/her
life. The Corporation will assist the Employee in
providing this insurance coverage by payment of
part of the premiums under a split dollar
arrangement, whereby the Employee will be the
owner of a life insurance policy which will be
collaterally assigned to the Corporation as
security for amounts the Corporation will
contribute for the premium payments.
2. APPLICATION FOR INSURANCE
2.1 The Employee has applied to Phoenix Home Life
Mutual Insurance Company for an Executive Equity
Life Insurance Plan on the life of the Employee
for $_________ ("Policy").
3. POLICY OWNERSHIP
3.1 The Employee shall own the Policy and may
exercise all rights of ownership with respect to
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it, subject only to the security interest of the
Corporation as expressed in this Agreement and the
collateral assignment of the Policy to the
Corporation.
4. PAYMENT OF PREMIUMS
4.1 On or before the due date of each annual
premium on the Policy, the Corporation will pay to
Phoenix Home Life Mutual Insurance Company an
amount equal to the greater of 80 percent of the
annual premium or the annual premium less the
economic benefit cost received by the Employee (as
measured by the Phoenix Home Life term insurance
rates) for the portion of the insurance which the
beneficiary or beneficiaries named by the Employee
or their transferee would be entitled to receive
if the Employee died during the policy year for
which the annual premium is paid.
4.2 On or before the due date of each annual
premium on the Policy, the Corporation will pay to
Phoenix Home Life Mutual Insurance Company, on
behalf of the Employee, the remainder of the
annual premium. This payment will constitute
compensation to the Employee in the form of a
bonus and will be considered paid by the
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Employee for purposes of the Assignment (as
defined in Article 5).
4.3 These premium advances by the Corporation
shall apply specifically to annual premiums due
under the Policy up to the Employee's age of 65.
However, additional premium advances may be made
by mutual agreement of the parties.
5. ASSIGNMENT OF POLICY
5.1 The Employee shall collaterally assign the
Policy to the Corporation so as to reflect the
respective interests of the parties under this
Agreement, said collateral assignment
("Assignment") having been executed by the parties
on the date of this Split Dollar Agreement, and
thus made a part of such Policy and this
Agreement.
6. USE OF DIVIDENDS
6.1 The dividends declared by Phoenix Home Life
Mutual Insurance Company on the Policy will be
used to purchase Option Term with the balance used
to purchase paid-up insurance.
6.2 The dividend option which is specified in
paragraph 6.1 of this Article will not be
terminated or changed without a conforming
amendment to this Agreement and unless such change
is done in accordance with the provisions
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of Part D "Joint Rights" section of the
Assignment.
7. SURRENDER OF POLICY
7.1 The Employee shall have the sole and
exclusive right to surrender the Policy.
7.2 If the Policy is surrendered, the Employee
shall direct the insurance company in writing to
draw a check payable to the Corporation in an
amount equal to the "Assignee's Cash Value
Rights", as defined within the provisions of Part
A "Definitions" section of the Assignment.
7.3 If there is a delay in the surrender of the
Policy by either party to this Agreement, and if
such delay results in diminished policy values
being available to either party, neither party to
this Agreement shall hold the insurance company
liable for such diminution in Policy values.
8. DEATH CLAIMS
8.1 Upon the death of the Employee, the
Corporation shall have an interest in the proceeds
of the Policy equal to the "Assignee's Death
Benefit Share", as defined within the provisions
of Part A "Definitions" section of the Assignment.
The balance of proceeds remaining shall be paid
directly by the
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insurance company to the beneficiary or
beneficiaries designated in the Policy.
9. TERMINATION OF AGREEMENT
9.1 This Agreement shall terminate upon surrender
of the Policy by the Employee or upon thirty (30)
days' written notice of termination given by
either party to the other by registered mail at
the party's last known address.
9.2 Prior to termination of this Agreement, the
Employee shall direct the insurance company in
writing to draw a check payable to the Corporation
for an amount equal to the "Assignee's Cash Value
Interest", as defined within the provisions of
Part A "Definitions" section of the Assignment.
Upon receipt of this amount, the Corporation shall
release the security interest of the Corporation
expressed in this Agreement and the Assignment.
10. SPECIAL PROVISIONS
The following provisions are part of this Plan and
are intended to meet the requirements of the
Employee Retirement Income Security Act of 1974:
10.01 - The named fiduciary: The
Secretary of the Company
10.02 - The funding policy under
this Plan is that all
premiums on the Policy
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be remitted to the Insurer
when due.
10.03 - Direct payment by the
Insurer is the basis of
payment of benefits under
this Plan, with those
benefits in turn being based
on the payment of premiums as
provided in the Plan.
10.04 - For claims procedure
purposes, the "Claims
Manager" shall be the
Secretary of the Company.
(a) If for any reason
a claim for
benefits under this
Plan is denied by the
Company, the Claims
Manager shall deliver
to the claimant a
written explanation
setting forth the
specific reasons for
the denial, pertinent
references to the
Plan section on which
the denial is based,
such other data as may be
pertinent and
information on the
procedures to be
followed by the
claimant in obtaining a
review of his claim, all
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written in a manner calculated to be
understood by the claimant. For this
purpose:
(1) The claimant's claim shall be
deemed filed when presented
orally or in writing to the
Claims Manager.
(2) The Claims Manager's
explanation shall be in
writing delivered to the
claimant within 90 days of
the date the claim is filed.
(b) The claimant shall have 60
days following his/her
receipt of the denial of the
claim to file with the Claims
Manager a written request for
review of the denial. For
such review, the claimant or
his/her representative may
submit pertinent documents
and written issues and
comments.
(c) The Claims Manager shall
decide the issue on review and
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furnish the claimant with a
copy within 60 days of
receipt of the claimant's
request for review of
his/her claim. The decision
on review shall be in
writing and shall include
specific reasons for the
decision written in a manner
calculated to be understood
by the claimant, as well as
specific references to the
pertinent Plan provisions on
which the decision is based.
If a copy of the decision is
not so furnished to the
claimant within such 60 days,
the claims shall be deemed
denied on review.
11. AMENDMENT AND BINDING EFFECT
11.1 This embodies all agreements by the parties
made with respect to the Policy. The Agreement
shall not be modified or amended except by a
writing signed by the parties. The Agreement
shall be binding upon the parties, their heirs,
legal representatives, successors and assigns.
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12. GOVERNING LAW
12.1 This Agreement shall be subject to and shall
be construed under the laws of the State of
Ohio.
Executed by the parties at Cincinnati, Ohio, as of June 1, 1995.
ROTO-ROOTER, INC.
By:
- -------------------------- -----------------------------------
Witness Signature, Corporate Title
By:
- -------------------------- -----------------------------------
Witness Employee/Insured
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SCHEDULE TO EXHIBIT 10.27
Name Position Policy Face Amount
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William R. Griffin President and Chief $2,328,000
Executive Officer
Douglas B. Harper Executive Vice President 1,476,000
Patrick L. Johnson Vice President 1,284,000
Brian A. Brumm Vice President, Treasurer 888,000
and Chief Financial Officer
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