EXHIBIT 10.11
▇▇▇▇▇▇ COUNTY BANK
Amended and Restated Deferred Compensation Agreement
AMENDMENT AND RESTATEMENT
OF THE
▇▇▇▇▇▇ COUNTY BANK
DEFERRED COMPENSATION AGREEMENT
DATED MARCH 1, 1999
FOR
▇.▇. ▇▇▇▇▇▇▇
THIS AGREEMENT is made this 11th day of March, 2005, by and between ▇▇▇▇▇▇
COUNTY BANK (the "Bank"), a state-chartered commercial bank located in
Greeneville, Tennessee, and ▇.▇. ▇▇▇▇▇▇▇ (the "Director").
BACKGROUND
On May 1, 1999, the Bank and the Director entered into the Deferred
Compensation Agreement. The Bank and the Director now wish to amend and restate
said Agreement for the purpose of updating the terms and provisions contained
therein. This new Agreement shall rescind and replace the existing Agreement.
INTRODUCTION
To encourage the Director to remain a member of the Bank's Board of
Directors, the Bank is willing to provide a deferred fee benefit to the
Director. 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 a deceased
Director, entitled to benefits, if any, upon the death of a Director
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 a Director 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 "Deferral Account" means the Bank's accounting of a Director's accumulated
Deferrals, plus accrued interest.
1.6 "Deferrals" means the amount of a Director's Fees which the Director
elects to defer according to this Agreement.
1.7 "Disability" means the Director (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 Director must submit proof to the Plan
Administrator of Social Security Administration's or the provider's
determination upon the request of the
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Amended and Restated Deferred Compensation Agreement
Plan Administrator.
1.8 "Early Retirement" means after reaching Early Retirement Age and before
Normal Retirement Age, the Director chooses not to stand for reelection to
the Board.
1.9 "Early Retirement Age" means the Director attaining age fifty five (55)
with ten (10) or more years of service.
1.10 "Early Termination" means Separation from Service before Normal Retirement
Age for reasons other than death, Disability, or Early Retirement.
1.11 "Effective Date" means March 11th, 2005.
1.12 "Election Form" means the form established from time to time by the Plan
Administrator that the Director completes, signs, and returns to the Plan
Administrator to make elections under the Agreement.
1.13 "Fees" means the annual fees payable to the Director for service on the
Board.
1.14 "Normal Retirement Age" means the Director attaining age seventy (70).
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 "Rollover Balance" means the Director's Deferral Account balance existing
prior to the amendment and restatement of this Agreement. For measurement
purposes under Section 3.1.1, the Rollover Balance will be determined as
of the Effective Date of this amended and restated Agreement.
1.18 "Secretary" means the Secretary of the United States Department of the
Treasury.
1.19 "Separation from Service" means that the Director's service, as a Director
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 Director.
ARTICLE 2
DEFERRAL ELECTION
2.1 Generally. Unless otherwise provided for by the Secretary, the Director
may file annually Fees 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 Fees will be performed (e.g., by December 31,
20XX for Fees to be deferred in 20XX+1). The Election Form(s) shall set
forth the amount of Fees to be deferred and shall be effective to defer
only Fees earned for services performed after the date the Election
Form(s) are received by the Plan Administrator. The maximum annual amount
the Director can defer is $6,000.
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Amended and Restated Deferred Compensation Agreement
2.2 Change in Form or Timing of Distributions. For distribution of benefits
under Article 4, the Director 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 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 Director and shall credit to the Deferral Account the
following amounts:
3.1.1 Rollover Balance: The Rollover Balance.
3.1.2 Deferrals. The Fees deferred by the Director as of the time the Fees
would have otherwise been paid to the Director.
3.1.3 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
Director, 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 Director 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 Director's rights are
not subject in any manner to anticipation, alienation, sale, transfer,
assignment, pledge, encumbrance, attachment, or garnishment by the
Director's creditors.
ARTICLE 4
BENEFITS DURING LIFETIME
4.1 Normal Retirement Benefit. Upon the Director reaching Normal Retirement
Age, the Bank shall distribute to the Director 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 Director's Normal Retirement Age.
4.1.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Director in one hundred twenty (120) consecutive equal monthly
installments commencing the month following Normal
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Amended and Restated Deferred Compensation Agreement
Retirement Age.
4.2 Early Retirement Benefit. Upon the Director's Early Retirement, the Bank
shall distribute to the Director 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 selected by the Director on the
Election Form.
4.2.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Director in one hundred twenty (120) consecutive monthly
installments commencing on the date selected by the Director on the
Election Form.
4.3 Early Termination Benefit. Upon the Director's Early Termination, the Bank
shall distribute to the Director 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 Director's Separation from Service.
4.3.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Director in a lump sum within sixty (60) days following
Separation from Service.
4.4 Disability Benefit. If the Director separates from service due to
Disability prior to Normal Retirement Age, the Bank shall distribute to
the Director 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 Director's Separation from Service.
4.4.2 Distribution of Benefit. The Bank shall distribute the benefit to
the Director in one hundred twenty (120) consecutive monthly
installments commencing within sixty (60) days following the
Director's Separation from Service due to Disability.
ARTICLE 5
DEATH BENEFITS
5.1 Death During Active Service Prior to Normal Retirement Age. If the
Director dies while in the service of the Bank prior to Normal Retirement
Age, the Bank shall distribute to the Director'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
Director'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 Director's death certificate.
5.2 Death Following Separation from Service Due to Early Retirement, Early
Termination, or Disability. If the Director dies following Separation from
Service due to Early Retirement, Early Termination, or Disability, the
Bank shall distribute to the Director'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 Director's death.
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Amended and Restated Deferred Compensation Agreement
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 Director's death certificate.
5.3 Death During Distribution of the Normal Retirement Benefit. If the
Director dies after the Normal Retirement Benefit distributions have
commenced under Section 4.1 of this Agreement but before receiving all
such distributions, the Bank shall distribute to the Beneficiary the
remaining Deferral Account balance on the same schedule as if the Director
had not died.
ARTICLE 6
BENEFICIARIES
6.1 Beneficiary. The Director 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 Director. 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
Director participates.
6.2 Beneficiary Designation; Change; Spousal Consent. The Director 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 Director 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 Director's spouse and returned
to the Plan Administrator. The Director's beneficiary designation shall be
deemed automatically revoked if the beneficiary predeceases the Director
or if the Director names a spouse as beneficiary and the marriage is
subsequently dissolved. The Director 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 Director and accepted by the Plan Administrator prior to the
Director'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 Director dies without a valid
beneficiary designation, or if all designated Beneficiaries predecease the
Director, then the Director's spouse shall be the designated Beneficiary.
If the Director has no surviving spouse, the benefits shall be made to the
personal representative of the Director'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
Director 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 Director 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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Amended and Restated 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 Director 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 Fees of the Director, the
date and circumstances of the retirement, Disability, death, or Separation
from Service of the Director, and such other pertinent information as the
Plan Administrator may reasonably require.
ARTICLE 9
CLAIMS AND REVIEW PROCEDURES
9.1 Claims Procedure. The Director 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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Amended and Restated 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 Director in a lump sum within sixty (60) days
following the earliest of:
(a) Separation from Service;
(b) Death;
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Amended and Restated 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 Director or Beneficiary has become entitled under Articles 4 or
5, nor accelerate payment of the benefit to the Director.
ARTICLE 11
MISCELLANEOUS
11.1 Binding Effect. This Agreement shall bind the Director 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 Director the right to remain a member of the Board, nor
does it interfere with the Bank's right to terminate the Director's
service. It also does not require the Director to remain in the service of
the Bank nor interfere with the Director'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 Director 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 Director's life is a general asset of the
Bank to which the Director 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 Director as to the subject matter hereof. No rights are
granted to the Director 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 such
alternative act as most nearly carries out the intent and purpose of this
Agreement and is in the best interests of the Bank.
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Amended and Restated Deferred Compensation Agreement
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:
▇▇▇▇▇▇ County Bancshares
▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
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 Director.
IN WITNESS WHEREOF, the Director and the Bank have signed this Agreement
as of March 11, 2005.
DIRECTOR: BANK:
▇▇▇▇▇▇ COUNTY BANK
/s/ ▇. ▇. ▇▇▇▇▇▇▇ BY: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
--------------------------- --------------------------------
▇. ▇. ▇▇▇▇▇▇▇ TITLE: SENIOR VICE PRESIDENT AND
CHIEF FINANCIAL OFFICER
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Amended and Restated Deferred Compensation Agreement
ELECTION FORM - Fee Deferral
FEE DEFERRAL ELECTION FOR PLAN YEAR_______
AMOUNT OF DEFERRAL
[INITIAL AND COMPLETE ONE]
_____ I elect to defer [option: ____ % or $ _______ ] of my monthly Fees
(amount not to exceed $6,000).
_____ I elect not to defer any of my Fees.
PRINTED NAME: _______________________________
SIGNATURE: _______________________________
Date: _______________________________
Received by the Plan Administrator this ____ day of ____ , 200 ____.
By: _______________________________
Title: _______________________________
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Amended and Restated 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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Amended and Restated 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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Amended and Restated Deferred Compensation Agreement
ADDENDUM A
Seventy Thousand Four Hundred Seventy Three Dollars and 00/100 Dollars
($70,473.00) per year for ten (10) years, payable in one hundred twenty (120)
monthly installments of approximately Five Thousand Eight Hundred Seventy Two
Dollars and 75/100 Dollars ($5,872.75).
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