EXHIBIT 10.5
ATLANTIC COAST FEDERAL
DIRECTOR RETIREMENT PLAN
July 1, 2001
This Atlantic Coast Federal Director Retirement Plan (the "Plan") is
established for the purpose of providing retirement benefits to those
non-employee members of the Board of Directors of Atlantic Coast Federal (each a
"Director") who have contributed significantly to the success and growth of
Atlantic Coast Federal, and its predecessor Atlantic Coast Federal Credit Union,
whose services are vital to its continued growth and success in the future and
who are to be encouraged to remain a member of the Board of Directors until
retirement.
ARTICLE I
ELIGIBILITY
A. Each current Director of Atlantic Coast Federal as of the date of the
adoption of this Plan who previously served as a Director of Atlantic Coast
Federal Credit Union shall be entitled to the Retirement Benefit in Article II
in accordance with the following vesting schedule:
Vested Percentage Interest December 31
-------------------------- -----------
33% 2001
66% 2002
100% 2003
In the event that the Director (i) dies or (ii) becomes fully or
partially disabled (as determined by the Plan Administrator) and cannot perform
his duties as a Director his Percentage Vested Interest shall be equal to 100%.
B. Each Director not covered under Article I, Section A, who has
attained 120 full months of service as a member of the Board of Directors of
Atlantic Coast Federal, whether continuous or otherwise, shall be entitled to
receive the retirement benefits as provided in this Plan. The Plan
Administrator, in its sole discretion, may allow hardship exceptions to this
vesting requirement for good cause shown.
C. Any Director who resigns at the request of, or is removed from
service by, the Office of Thrift Supervision, the Federal Deposit Insurance
Corporation or any other regulatory authority for Atlantic Coast Federal, shall
be ineligible for benefits under this Plan.
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ARTICLE II
RETIREMENT BENEFIT
A. NORMAL RETIREMENT. Commencing upon cessation of service as a Director
(the "Retirement"), Atlantic Coast Federal shall pay to the Director the vested
percentage of an annual benefit of Ten Thousand Dollars ($10,000) per year for
Ten (10) years (the "Benefit Period"), payable in equal monthly installments
over a period of One Hundred and Twenty (120) months, commencing on the first
day of the month following the Director's Retirement.
B. DEATH AFTER RETIREMENT. If the Director dies within the Benefit
Period, the remaining monthly payments due the Director shall be paid when due
to the Director's designated beneficiary (including any contingent beneficiary)
on file with Atlantic Coast Federal or if no designation is on file, the spouse
shall be the designated beneficiary. In the absence of any spouse or designated
surviving beneficiary, the benefits shall be paid to the personal representative
of the estate of the Director.
If the Director's designated beneficiary begins to receive the monthly
payments and thereafter dies without receiving the remaining monthly payments,
Atlantic Coast Federal shall pay the installments remaining to the contingent
beneficiary, if any, and then to the personal representative of the estate of
the designated beneficiary.
C. DEATH OR DISABILITY PRIOR TO VESTING. In the event a Director covered
by Article I, Section B. dies, or becomes fully or partially disabled while
serving as a Director and his or her service is discontinued, and he has
attained at least 60 full months of service (whether continuous or otherwise)
but less than 120 full months of service, such person shall be eligible for
benefits under this Plan. The amount of the annual benefits payable to such
person or his or her designated beneficiary, as the case may be, over the
Benefit Period shall be equal to the product of $10,000 multiplied by a fraction
the denominator of which is 120 and the numerator of which is the number of full
months of service as a Director. Such benefits shall be paid in equal monthly
installments over the Benefit Period. Payments to the spouse or the beneficiary,
as the case maybe, shall follow the procedure in Article II, Section B.
Notwithstanding any other terms of this Plan, no death benefit shall be payable
under this Plan if it is determined by the Plan Administrator that the
Director's death was caused by suicide. The determination of disability shall be
made by the Plan Administrator.
E. PRESENT VALUE OF BENEFITS. Upon the request of the designated
beneficiary (including any contingent beneficiary) or the personal
representative and for good cause shown, Atlantic Coast Federal may pay the
present value of benefits to such person in a single lump-sum payment. The
present value determination shall be made by the Plan Administrator in its sole
discretion
ARTICLE III
STATUS OF PLAN
This Plan does not constitute a contract of employment for any Director,
nor shall any provision of this Plan be construed as giving the Director the
right to continued service on the Board of Directors.
ARTICLE IV
BINDING EFFECT
This Plan shall be binding upon the parties hereto and upon the
successors and assigns of Atlantic Coast Federal, and upon the heirs and legal
representatives of the Director.
ARTICLE V
ASSIGNMENT OF RIGHTS
Neither the Director nor the any beneficiary or personal representative
of the Director can assign any of the rights to benefits under this Plan. Any
attempt to anticipate, sell, transfer, assign, pledge, encumber or change the
Director's right to receive benefits shall be void. The rights to benefits are
not subject in any manner to anticipation, alienation, sale, transfer,
assignment, pledge, encumbrance, attachment or garnishment by creditors.
ARTICLE VI
CHOICE OF LAW
This Plan shall be construed under and governed by the laws of the
State of Georgia, except to the extent preempted by the laws of the United
States of America.
ARTICLE VII
UNFUNDED ARRANGEMENT
The Director and any beneficiary are general unsecured creditors of
Atlantic Coast Federal for the payment of benefits under this Plan. The benefits
represent the mere promise by Atlantic Coast Federal to pay such benefits.
ARTICLE VIII
PLAN ADMINISTRATOR
Atlantic Coast Federal is hereby designated the Plan Administrator. As
Plan Administrator, Atlantic Coast Federal shall be responsible for the
management, control, interpretation and administration of this Plan as
established herein and may allocate to others certain aspects of the management
and operation responsibilities of the Plan including the employment of advisors
and the delegation of any ministerial duties to qualified individuals. The Plan
Administrator shall allow such exceptions to the requirements from this Plan for
good cause shown. All decisions of the Plan Administrator shall be final.
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ARTICLE IX
AMENDMENTS
This Plan may be amended by Atlantic Coast Federal any time, but no such
amendment shall affect the rights of, or reduce the benefits to, any Director
without their written consent.
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BENEFICIARY DESIGNATION
I, _______________________________________, designate the following as
beneficiary of any death benefits payable under the Atlantic Coast Federal
Director Retirement Plan.
PRIMARY BENEFICIARY
Name ___________________________________ Relationship ______________________
Address ______________________________________________________________________
CONTINGENT BENEFICIARY (to receive the benefits if there is no surviving Primary
Beneficiary)
Name ___________________________________ Relationship ______________________
Address ______________________________________________________________________
NOTE: TO NAME A TRUST AS BENEFICIARY, PLEASE PROVIDE THE NAME OF THE TRUSTEE AND
THE EXACT DATE OF THE TRUST AGREEMENT.
I understand that I may change these beneficiary designations only by filing a
new written designation with Atlantic Coast Federal. I further understand that
the designations will be automatically revoked if the beneficiary predeceases
me, or, if I have named my spouse as beneficiary, in the event of the
dissolution of our marriage.
Consented to by Participant's spouse:
Participant's Spouse's
Signature ______________________ Signature _______________________
Date ______________________ Date _______________________
Accepted by Atlantic Coast Federal this ____ day of ______, 200__.
By: ______________________
Title: ______________________
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