Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive. (b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement. (c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 3 contracts
Samples: Employment Agreement (Ben Franklin Financial, Inc.), Employment Agreement (Ben Franklin Financial, Inc.), Employment Agreement (Ben Franklin Financial, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank Association shall pay Executive as compensation a salary of not less than [$ ] $_____________ per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s 's Base Salary (with any increase in Base Salary to shall become “the "Base Salary” " for purposes of this Agreement). In addition to the Base Salary provided in this Section 3(a), the Association shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Association. Base Salary shall not include any director’s fees that amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the ExecutiveAssociation.
(b) The Association will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Association will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently Association or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank Association or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank Association or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank Association shall reimburse the Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Association of an itemized account of such expenses in such form as the Association may reasonably require.
Appears in 3 contracts
Samples: Employment Agreement (Flatbush Federal Bancorp Inc), Employment Agreement (Flatbush Federal Bancorp Inc), Employment Agreement (Flatbush Federal Bancorp Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $_____________ per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s 's Base Salary (with any increase in Base Salary to shall become “the "Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse the Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require.
Appears in 2 contracts
Samples: Employment Agreement (CCSB Financial Corp), Employment Agreement (CCSB Financial Corp)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require.
Appears in 2 contracts
Samples: Employment Agreement (Seneca-Cayuga Bancorp, Inc.), Employment Agreement (Seneca-Cayuga Bancorp, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $80,000.00 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
(d) In addition to items of compensation provided for by paragraphs (a), (b) and (c) of this Section 3, the Bank shall pay or reimburse the Executive for Social membership dues to Briar Ridge Country Club in Dyer, Indiana or a comparable club selected by the Board. The Bank shall also provide the Executive with a company car of equal or greater value than the vehicle driven by the Executive as of the date of this agreement.
Appears in 2 contracts
Samples: Employment Agreement (Amb Financial Corp), Employment Agreement (Amb Financial Corp)
Compensation Benefits and Reimbursement. (a) The In consideration of Executive’s performance of the responsibilities and duties set forth in this Agreement, the Bank will provide Executive the compensation specified under in this Agreement shall constitute the salary and benefits paid for the duties described in Section 2Agreement. The Bank shall will pay Executive as compensation a salary of not less than [$ ] $100,123.01 per year (“Base Salary”). Such Base Salary shall will be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Bank. During the period term of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except other than a decrease that which is generally applicable to all employees) senior officers of the Bank and in a percentage not in excess of the percentage decrease for other senior officers), Executive’s Base Salary (with any increase in Base Salary to shall become the “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive shall be eligible to receive discretionary bonuses that are authorized and declared by the Board to its senior management employees from time to time. No other compensation provided for in this Agreement shall be deemed a substitute for Executive’s right to receive such discretionary bonuses as declared by the Board.
(c) Executive will be entitled to participate in all employee benefit plans, arrangements and receive benefits under perquisites offered to senior management employees of the Bank. Without limiting the generality of the foregoing provisions of this Section 3(c), Executive also will be entitled to participate in any employee benefit plans including, including but not limited to, retirement bonus plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements.
(d) The Bank shall provide Executive with medical, dental, vision and disability coverage made available by the Bank to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such coverage. In addition, Executive may submit to a physical examination or examinations and such physicals may be conducted by a health care provider of the Executive’s choice. The net cost of such examinations, services and tests, after regular health insurance benefits have been paid, shall be paid by the Bank in their entirety, including reasonable travel expenses. Such reimbursable expenses shall not exceed $15,000 per year.
(e) Executive will be entitled to participate paid vacation time each year during the term of this Agreement measured on a calendar year basis, in any incentive compensation accordance with the Bank’s customary practices, as well as sick leave, holidays and bonus plans offered by other paid absences in accordance with the Bank in which Executive is eligible to participateBank’s policies and procedures for senior management employees. Nothing Any unused paid to Executive under any such plan or arrangement time off during an annual period will be deemed treated in accordance with the Bank’s personnel policies as in effect from time to be in lieu of other compensation to which Executive is entitled under this Agreementtime.
(cf) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the The Bank shall pay or will reimburse Executive for all reasonable travel travel, entertainment and other reasonable expenses incurred by Executive during the course of performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses Agreement, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon substantiation of such expenses in accordance with applicable policies and procedures of the Bank. All reimbursements pursuant to this Section 3(f) shall be paid promptly by the Bank and in any event no later than thirty (30) days following the date on which the expense was incurred.
(g) To the extent not specifically set forth in this Section 3, any compensation payable or provided under this Section 3 shall be paid or provided no later than two and one-half (2.5) months after the calendar year in which such compensation is no longer subject to a substantial risk of forfeiture within the meaning of Treasury Regulation Section 1.409A-1(d).
Appears in 2 contracts
Samples: Employment Agreement (Madison County Financial, Inc.), Employment Agreement (Madison County Financial, Inc.)
Compensation Benefits and Reimbursement. (a) The In consideration of Executive’s performance of the responsibilities and duties set forth in this Agreement, the Bank will provide Executive the compensation specified under in this Agreement shall constitute the salary and benefits paid for the duties described in Section 2Agreement. The Bank shall will pay Executive as compensation a salary of not less than [$ ] $238,523.43 per year (“Base Salary”). Such Base Salary shall will be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Bank. During the period term of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except other than a decrease that which is generally applicable to all employees) senior officers of the Bank and in a percentage not in excess of the percentage decrease for other senior officers), Executive’s Base Salary (with any increase in Base Salary to shall become the “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive shall be eligible to receive discretionary bonuses that are authorized and declared by the Board to its senior management employees from time to time. No other compensation provided for in this Agreement shall be deemed a substitute for Executive’s right to receive such discretionary bonuses as declared by the Board.
(c) Executive will be entitled to participate in all employee benefit plans, arrangements and receive benefits under perquisites offered to senior management employees of the Bank. Without limiting the generality of the foregoing provisions of this Section 3(c), Executive also will be entitled to participate in any employee benefit plans including, including but not limited to, retirement bonus plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements.
(d) The Bank shall provide Executive with medical, dental, vision and disability coverage made available by the Bank to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such coverage. In addition, Executive may submit to a physical examination or examinations and such physicals may be conducted by a health care provider of the Executive’s choice. The net cost of such examinations, services and tests, after regular health insurance benefits have been paid, shall be paid by the Bank in their entirety, including reasonable travel expenses. Such reimbursable expenses shall not exceed $15,000 per year.
(e) Executive will be entitled to participate paid vacation time each year during the term of this Agreement measured on a calendar year basis, in any incentive compensation accordance with the Bank’s customary practices, as well as sick leave, holidays and bonus plans offered by other paid absences in accordance with the Bank in which Executive is eligible to participateBank’s policies and procedures for senior management employees. Nothing Any unused paid to Executive under any such plan or arrangement time off during an annual period will be deemed treated in accordance with the Bank’s personnel policies as in effect from time to be in lieu of other compensation to which Executive is entitled under this Agreementtime.
(cf) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the The Bank shall pay or will reimburse Executive for all reasonable travel travel, entertainment and other reasonable expenses incurred by Executive during the course of performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses Agreement, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon substantiation of such expenses in accordance with applicable policies and procedures of the Bank. All reimbursements pursuant to this Section 3(f) shall be paid promptly by the Bank and in any event no later than thirty (30) days following the date on which the expense was incurred.
(g) To the extent not specifically set forth in this Section 3, any compensation payable or provided under this Section 3 shall be paid or provided no later than two and one-half (2.5) months after the calendar year in which such compensation is no longer subject to a substantial risk of forfeiture within the meaning of Treasury Regulation Section 1.409A-1(d).
Appears in 2 contracts
Samples: Employment Agreement (Madison County Financial, Inc.), Employment Agreement (Madison County Financial, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank Association shall pay Executive as compensation a salary of not less than [$ ] $80,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s 's Base Salary (with any increase in Base Salary to shall become “the "Base Salary” " for purposes of this Agreement). In addition to the Base Salary provided in this Section 3(a), the Association shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Association. Base Salary shall not include any director’s fees that amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the ExecutiveAssociation.
(b) The Association will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Association will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently Association or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank Association or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank Association or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank Association shall reimburse the Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Association of an itemized account of such expenses in such form as the Association may reasonably require.
Appears in 1 contract
Samples: Employment Agreement (Flatbush Federal Bancorp Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $181,200 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Bank. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall -may be conducted by a the compensation committee (the "Committee") designated by the Board, Board and the Bank Board may increase, but not decrease Executive's Base Salary (except for a decrease that is not in excess of any decrease that is generally applicable to all employees) Executive’s Base Salary (with any employees of the Bank). Any increase in Base Salary to shall become “the Base Salary” Salary for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) In addition to the Base Salary provided in this Section 3(a), the Bank shall provide Executive all such other benefits as are provided to permanent full-time employees of the Bank
(c) Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement. Without limiting the generality of the foregoing provisions of this Subsection (c), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plansthe Supplemental Executive Retirement Plan, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any eligible for annual incentive compensation and bonuses which shall be paid in cash at the discretion of the Committee. Bank will also provide Executive with long-term disability insurance coverage to replace 66% of Executive's Base Salary as of July 1, 2008, and bonus plans offered as of June 30, 2008, in the event of Executive's long-term disability. It is expected that such coverage will be provided in part through the Bank group disability policy and in part, through a policy owned by Executive, the premium of which shall be paid by the Bank. The Bank in which Executive is eligible to participateshall review the Executive's disability coverage on a tri-annual basis. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(cd) In addition to consideration of the Base Salary provided termination of a collateral assignment equity split dollar agreement between Bank and Executive, Bank shall enter into an endorsement split dollar arrangement with Executive which will provide Executive with a pre-retirement death benefit of Two Million Dollars ($2,000,000). In addition, for by paragraph (a) each year during the term of this Section 3Agreement, Executive shall be paid a tax adjusted payment for life insurance for the purpose of and contingent upon Executive's use of the after-tax portion of said payment to acquire a life insurance policy with a death benefit of One Million Dollars ($1,000,000). The amount of the tax adjusted payment shall be set forth in a Schedule executed by Executive and Bank, which Schedule shall be attached to this Agreement and which Schedule can be modified from time to time by mutual written consent of Executive and Bank.
(e) The Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Board, or its designee, for approval of an itemized account of such expenses in such form as the Board may reasonably require.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $________ per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Federal Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties and responsibilities described in Section 21. The Bank shall pay Executive as compensation a salary of not less than [$ ] $200,000 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Bank. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a the compensation committee (the “Committee”) designated by the Board, Board and the Bank Board may increase, but not decrease decrease, Executive’s Base Salary (except for a decrease that is not in excess of any decrease that is generally applicable to all employees) Executive’s Base Salary (with any employees of the Bank). Any increase in Base Salary to shall become “the Base Salary” Salary for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) In addition to the Base Salary provided in Section 3(a), the Bank shall provide Executive all such other benefits as are provided to permanent full-time employees of the Bank.
(c) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement. Without limiting the generality of the foregoing provisions of this subsection (c), Executive will be entitled to participate in and or receive benefits under any employee benefit plans plans, including, but not limited to, retirement plansthe Supplemental Executive Retirement Plan, supplemental retirement plans, pension plans, profit-sharing plans, equity plans, health-and-accident insurance plans, disability plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any eligible for annual incentive compensation and bonus plans offered by bonuses which shall be paid in cash at the Bank in which Executive is eligible to participatediscretion of the Committee. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(cd) The Bank and Executive have entered into an endorsement split dollar arrangement which will provide Executive with a pre-retirement death benefit of Two Million Dollars ($2,000,000). In addition to addition, for each year during the Base Salary provided for by paragraph (a) term of this Section 3Agreement, Executive shall be paid a tax adjusted payment for life insurance for the purpose of and contingent upon Executive’s use of the after-tax portion of said payment to acquire a life insurance policy with a death benefit of One Million Dollars ($1,000,000). The amount of the tax-adjusted payment shall be set forth in a Schedule executed by Executive and Bank, which Schedule shall be attached to this Agreement as Exhibit B and which Schedule can be modified from time to time by mutual written consent of Executive and Bank.
(e) The Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, expenses incurred in connection with the performance of his duties under this Agreement, upon presentation to the Board, or its designee, for approval of an itemized account of such expenses in such form as the Board may reasonably require. Reimbursement of expenses and in-kind benefits subject to this Section 3(e) or otherwise provided to Executive shall be subject to the following rules: (i) the amount of such expenses eligible for reimbursement or in-kind benefits provided in any taxable year shall not affect the expenses eligible for reimbursement or in-kind benefits provided in any other taxable year, except as otherwise allowed by Section 409A of the Internal Revenue Code (“Code”); (ii) any reimbursement shall be made on or before the last day of the calendar year following the calendar year in which the expenses to be reimbursed were incurred; and (iii) no right to reimbursement or in-kind benefits may be liquidated or exchanged for another benefit.
(f) To the extent not specifically set forth in this Section 3, any compensation payable or provided under this Section 3 shall be paid or provided no later than two and one-half months after the calendar year in which such compensation is no longer subject to a substantial risk of forfeiture within the meaning of Treasury Regulation Section 1.409A-1(d).
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Beginning on the Effective Date, the Bank shall pay Executive as compensation a salary of not less than [$ ] $94,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Clover Leaf Financial Corp.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $120,000 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Compensation Committee of the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.. If Executive is entitled to be paid or reimbursed for any taxable expenses under this Section and such payments or reimbursements are includible in Executive’s federal gross taxable income, the amount of such expenses reimbursable in any one calendar year shall not affect the amount reimbursable in any other calendar year, and the reimbursement of an eligible expense must be made no later than December 31 of the year after the year in which the expense was incurred. No right of Executive to reimbursement of expenses under this Section 3(d) shall be subject to liquidation or exchange for another benefit. Table of Contents
Appears in 1 contract
Samples: Employment Agreement (Ben Franklin Financial, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $250,000 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require. All reimbursements shall be paid promptly by the Bank and in any event no later than March 15 of the year immediately following the year in which the expense was incurred.
Appears in 1 contract
Samples: Employment Agreement (Generations Bancorp NY, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $167,582 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require. All reimbursements shall be paid promptly by the Bank and in any event no later than March 15 of the year immediately following the year in which the expense was incurred.
Appears in 1 contract
Samples: Employment Agreement (Generations Bancorp NY, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $184,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). Base Salary shall not include any director’s 's fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s 's fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (Ben Franklin Financial, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $118,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Bank. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a the compensation committee (the "Committee") designated by the Board, Board and the Bank Board may increase, but not decrease Executive's Base Salary (except for a decrease that is not in excess of any decrease that is generally applicable to all employeesemployees of the Bank).
(b) Executive’s Base Salary (with any Any increase in Base Salary to shall become “the Base Salary” Salary for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive all such other benefits as are provided to permanent full-time employees of the Bank. Such director’s fees shall be separately paid
(c) Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the Executive.
beginning of the term of this Agreement. Without limiting the generality of the foregoing provisions of this Subsection (b) c), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plansthe Supplemental Executive Retirement Plan, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any eligible for annual incentive compensation and bonuses which shall be paid in cash at the discretion of the Committee. Bank will also provide Executive with long-term disability insurance coverage to replace 66% of Executive's Base Salary as of July 1, 2008, and bonus plans offered as of June 30, 2008, in the event of Executive's long-term disability. It is expected that such coverage will be provided in part through the Bank group disability policy and in part, through a policy owned by Executive, the premium of which shall be paid by the Bank. The Bank in which Executive is eligible to participateshall review the Executive's disability coverage on a tri-annual basis. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(cd) In addition to consideration of the Base Salary provided termination of a collateral assignment equity split dollar agreement between Bank and Executive, Bank shall enter into an endorsement split dollar arrangement with Executive which will provide Executive with a pre-retirement death benefit of One Million Dollars ($1,000,000). In addition, for by paragraph (a) each year during the term of this Section 3Agreement, Executive shall be paid a tax adjusted payment for life insurance for the purpose of and contingent upon Executive's use of the after-tax portion of said payment to acquire a life insurance policy with a death benefit of One Million Dollars ($1,000,000). The amount of the tax adjusted payment shall be set forth in a Schedule executed by Executive and Bank, which Schedule shall be attached to this Agreement and which Schedule can be modified from time to time by mutual written consent of Executive and Bank.
(e) The Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Board, or its designee, for approval of an itemized account of such expenses in such form as the Board may reasonably require.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] 230,000.00 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or in approximately equal installments in accordance with such other frequency as officers the Bank's customary payroll practices and employees are generally paidmay be increased but may not be decreased at any time without the prior written consent of Executive. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually; the first such review will be made no later than one year from the date of this Agreement. Such review shall be conducted by a the Board or by the committee designated by of the Board, delegated such responsibility by the Board and the Bank committee or the Board may increase, but not decrease (except a decrease that is generally applicable to all employees) increase Executive’s 's Base Salary (with at any time. Any increase in Base Salary to shall become “the new "Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall also provide Executive with all such other benefits as are provided uniformly to full-time employees of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive will shall be entitled to participate in any employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive's prior written consent, make any changes in such plans, arrangements, or perquisites which would materially adversely affect Executive's rights or benefits thereunder; except to the extent such changes are made applicable to all Bank employees on a non-discriminatory basis. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive shall be entitled to participate in or receive benefits under any employee benefit plans plans, including, but not limited to, retirement plans, supplemental retirement plans, management incentive plans, pension plans, profit-sharing plans, stock or option plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will shall be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan or arrangement of the Bank or the Company in which Executive is eligible to participateparticipate or as may be separately determined and awarded to Executive by the Board. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph Subsection (a) of this Section 3 and other compensation provided for by Subsection (b) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel travel, including the provision of an automobile and other reasonable expenses, including membership in clubs or organizations as mutually agreed to between the Board and Executive and reasonable expenses for attending annual and periodic meetings of trade associations, incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank Executive shall reimburse also be entitled to receive fees in addition to his compensation hereunder for serving as a director of the Company, the Bank, or any subsidiary.
(d) In addition to the compensation and benefits enumerated above, during the term of this Agreement Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive shall be entitled to the benefits of a special disability income policy (Guardian Policy No. G718042) and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection supplemental retirement income plan with the performance of his duties under this Agreementa preretirement death benefit (Guardian Policy No.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $_______ per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Federal Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties and responsibilities described in Section 21. The Bank shall pay Executive as compensation a salary of not less than [$ ] $131,840 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Bank. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a the compensation committee (the “Committee”) designated by the Board, Board and the Bank Board may increase, but not decrease decrease, Executive’s Base Salary (except for a decrease that is not in excess of any decrease that is generally applicable to all employees) Executive’s Base Salary (with any employees of the Bank). Any increase in Base Salary to shall become “the Base Salary” Salary for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) In addition to the Base Salary provided in Section 3(a), the Bank shall provide Executive all such other benefits as are provided to permanent full-time employees of the Bank.
(c) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement. Without limiting the generality of the foregoing provisions of this subsection (c), Executive will be entitled to participate in and or receive benefits under any employee benefit plans plans, including, but not limited to, retirement plansthe Supplemental Executive Retirement Plan, supplemental retirement plans, pension plans, profit-sharing plans, equity plans, health-and-accident insurance plans, disability plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any eligible for annual incentive compensation and bonus plans offered by bonuses which shall be paid in cash at the Bank in which Executive is eligible to participatediscretion of the Committee. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(cd) The Bank and the Executive have entered into an endorsement split dollar arrangement which will provide Executive with a pre-retirement death benefit of One Million Dollars ($1,000,000). In addition to addition, for each year during the Base Salary provided for by paragraph (a) term of this Section 3Agreement, Executive shall be paid a tax-adjusted payment for life insurance for the purpose of and contingent upon Executive’s use of the after-tax portion of said payment to acquire a life insurance policy with a death benefit of One Million Dollars ($1,000,000). The amount of the tax-adjusted payment shall be set forth in a Schedule executed by Executive and Bank, which Schedule shall be attached to this Agreement as Exhibit B and which Schedule can be modified from time to time by mutual written consent of Executive and Bank.
(e) The Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, expenses incurred in connection with the performance of his duties under this Agreement, upon presentation to the Chief Executive Officer, or his designee, for approval of an itemized account of such expenses in such form as the Chief Executive Officer may reasonably require. Reimbursement of expenses and in-kind benefits subject to this Section 3(e) or otherwise provided to Executive shall be subject to the following rules: (i) the amount of such expenses eligible for reimbursement or in-kind benefits provided in any taxable year shall not affect the expenses eligible for reimbursement or in-kind benefits provided in any other taxable year, except as otherwise allowed by Section 409A of the Internal Revenue Code (“Code”); (ii) any reimbursement shall be made on or before the last day of the calendar year following the calendar year in which the expenses to be reimbursed were incurred; and (iii) no right to reimbursement or in-kind benefits may be liquidated or exchanged for another benefit.
(f) To the extent not specifically set forth in this Section 3, any compensation payable or provided under this Section 3 shall be paid or provided no later than two and one-half months after the calendar year in which such compensation is no longer subject to a substantial risk of forfeiture within the meaning of Treasury Regulation Section 1.409A-1(d).
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties and responsibilities described in Section 21. The Bank shall pay Executive as compensation a salary of not less than [$ ] $194,000 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Bank. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a the compensation committee (the “Committee”) designated by the Board, Board and the Bank Board may increase, but not decrease decrease, Executive’s Base Salary (except for a decrease that is not in excess of any decrease that is generally applicable to all employees) Executive’s Base Salary (with any employees of the Bank). Any increase in Base Salary to shall become “the Base Salary” Salary for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) In addition to the Base Salary provided in Section 3(a), the Bank shall provide Executive all such other benefits as are provided to permanent full-time employees of the Bank.
(c) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement. Without limiting the generality of the foregoing provisions of this subsection (c), Executive will be entitled to participate in and or receive benefits under any employee benefit plans plans, including, but not limited to, retirement plansthe Supplemental Executive Retirement Plan, supplemental retirement plans, pension plans, profit-sharing plans, equity plans, health-and-accident insurance plans, disability plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any eligible for annual incentive compensation and bonus plans offered by bonuses which shall be paid in cash at the Bank in which Executive is eligible to participatediscretion of the Committee. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(cd) The Bank and Executive have entered into an endorsement split dollar arrangement which will provide Executive with a pre-retirement death benefit of Two Million Dollars ($2,000,000). In addition to addition, for each year during the Base Salary provided for by paragraph (a) term of this Section 3Agreement, Executive shall be paid a tax adjusted payment for life insurance for the purpose of and contingent upon Executive’s use of the after-tax portion of said payment to acquire a life insurance policy with a death benefit of One Million Dollars ($1,000,000). The amount of the tax-adjusted payment shall be set forth in a Schedule executed by Executive and Bank, which Schedule shall be attached to this Agreement as Exhibit B and which Schedule can be modified from time to time by mutual written consent of Executive and Bank.
(e) The Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, expenses incurred in connection with the performance of his duties under this Agreement, upon presentation to the Board, or its designee, for approval of an itemized account of such expenses in such form as the Board may reasonably require. Reimbursement of expenses and in-kind benefits subject to this Section 3(e) or otherwise provided to Executive shall be subject to the following rules: (i) the amount of such expenses eligible for reimbursement or in-kind benefits provided in any taxable year shall not affect the expenses eligible for reimbursement or in-kind benefits provided in any other taxable year, except as otherwise allowed by Section 409A of the Internal Revenue Code (“Code”); (ii) any reimbursement shall be made on or before the last day of the calendar year following the calendar year in which the expenses to be reimbursed were incurred; and (iii) no right to reimbursement or in-kind benefits may be liquidated or exchanged for another benefit.
(f) To the extent not specifically set forth in this Section 3, any compensation payable or provided under this Section 3 shall be paid or provided no later than two and one-half months after the calendar year in which such compensation is no longer subject to a substantial risk of forfeiture within the meaning of Treasury Regulation Section 1.409A-1(d).
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described describe in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $116,134 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). Base Salary shall not include any director’s 's fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s 's fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (Ben Franklin Financial, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $175,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require. All reimbursements shall be paid promptly by the Bank and in any event no later than March 15 of the year immediately following the year in which the expense was incurred.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $152,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). Within a reasonable period of time after the Appointment Date (but no later than February 1, 2007), the Board shall commission a compensation study by a mutually agreed upon compensation expert of persons who are both presidents and chief executive officers at peer financial institutions located in a comparable geographic area and shall report its findings to the Executive, with the understanding that the Executive's compensation shall be increased to the extent necessary to be competitive, in the judgment of the Board, with the compensation offered to persons who are both presidents and chief executive officers of such peer organizations. The compensation increase, if any, attributable to the 2007 compensation study shall be retroactive to the Appointment Date and any "catch up" payment shall be made to Executive in a lump sum within two months after the Executive is notified of the increase. In addition to the Base Salary provided in this Section 3(a), the Bank shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Base Salary shall include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Bank. Base Salary shall not include any director’s 's fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the BankCompany. Such director’s 's fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement. Executive shall receive a monthly automobile allowance of not less than $460 each month, which shall be increased from time to time by the Board of the Bank to be commensurate with automobile allowances received by persons who are both presidents and chief executive officers of peer financial institutions.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Federal Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $________ per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Federal Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $105,000.00 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or in approximately equal installments in accordance with such other frequency as officers the Bank's customary payroll practices and employees are generally paidmay be increased but may not be decreased at any time without the prior written consent of Executive. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually; the first such review will be made no later than one year from the date of this Agreement. Such review shall be conducted by a the CEO, the Designated EVP, the Board or by the committee designated by of the Board, delegated such responsibility by the Board and the Bank CEO, the committee or the Board may increase, but not decrease (except a decrease that is generally applicable to all employees) increase Executive’s 's Base Salary (with at any time. Any increase in Base Salary to shall become “the new "Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall also provide Executive with all such other benefits as are provided uniformly to full-time employees of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive will shall be entitled to participate in any employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive's prior written consent, make any changes in such plans, arrangements, or perquisites which would materially adversely affect Executive's rights or benefits thereunder; except to the extent such changes are made applicable to all Bank employees on a non-discriminatory basis. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive shall be entitled to participate in or receive benefits under any employee benefit plans plans, including, but not limited to, retirement plans, supplemental retirement plans, management incentive plans, pension plans, profit-sharing plans, stock or option plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will shall be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan or arrangement of the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph Subsection (a) of this Section 3 and other compensation provided for by Subsection (b) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses expenses, including membership in clubs or organizations as mutually agreed to between the CEO and Executive, incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board or CEO may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $104,700 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s 's Base Salary (with any increase in Base Salary to shall become “the "Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse the Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $_____ per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s 's Base Salary (with any increase in Base Salary to shall become “the "Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. Without limiting the foregoing, the Bank shall provide the Executive with an automobile suitable to the position of _____, and such automobile may be used by the Executive in carrying out his duties under this Agreement, including commuting between his residence and his principal place of employment, and other personal use. The Bank shall reimburse the executive for the cost of maintenance and servicing such automobile and for instance, gasoline and oil for such automobile. The Bank or the Company shall reimburse the Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in a country club, a health club, and such other clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require. The Executive shall be responsible for the payment of any taxes on account of his personal use of the automobile provided by the Bank or the Company and on account of any other benefit provided herein.
Appears in 1 contract
Samples: Employment Agreement (Provident Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties and responsibilities described in Section 21. The Subject to Section 22 hereof, the Company and/or the Bank shall pay Executive as compensation a salary of not less than [$ ] $140,100 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Company and/or the Bank. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a the compensation committee (the “Committee”) designated by the Board, Board and the Bank Board may increase, but not decrease Executive’s Base Salary (except for a decrease that is not in excess of any decrease that is generally applicable to all employeesemployees of the Company and/or the Bank).
(b) Executive’s Base Salary (with any Any increase in Base Salary to shall become “the Base Salary” Salary for purposes of this Agreement). In addition to the Base Salary provided in Section 3(a), the Company and/or the Bank shall not include any director’s fees that the provide Executive is entitled all such other benefits as are provided to receive as a director permanent full-time employees of the Bank or any affiliate of Company and/or the Bank. Such director’s fees shall be separately paid to the Executive.
(bc) The Company and/or the Bank shall provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement. Without limiting the generality of the foregoing provisions of this subsection (c), Executive will be entitled to participate in and or receive benefits under any employee benefit plans plans, including, but not limited to, retirement plansthe Supplemental Executive Retirement Plan, supplemental retirement plans, pension plans, profit-sharing plans, equity plans, health-and-accident insurance plans, disability plans, medical coverage or any other employee benefit plan or arrangement made available by the Company and/or the Bank currently or in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any eligible for annual incentive compensation and bonus plans offered by bonuses which shall be paid in cash at the Bank in which Executive is eligible to participatediscretion of the Committee. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(cd) The Bank and Executive have entered into an endorsement split dollar arrangement which will provide Executive with a pre-retirement death benefit of One Million Dollars ($1,000,000). In addition addition, for each year during the term of this Agreement, Executive shall be paid a tax-adjusted payment for life insurance for the purpose of and contingent upon Executive’s use of the after-tax portion of said payment to acquire a life insurance policy with a death benefit of One Million Dollars ($1,000,000). The amount of the tax-adjusted payment shall be set forth in a Schedule executed by Executive and Bank, which Schedule shall be attached to this Agreement as Exhibit B and which Schedule can be modified from time to time by mutual written consent of Executive and Bank. To the extent the Bank fails to make any payments required hereunder to the Base Salary provided Executive, the Company shall be responsible for by paragraph and shall make such payment.
(ae) of this Section 3, The Company and/or the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Company and/or the Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, expenses incurred in connection with the performance of his duties under this Agreement, upon presentation to the Chief Executive Officer, or his designee, for approval of an itemized account of such expenses in such form as the Chief Executive Officer may reasonably require. Reimbursement of expenses and in-kind benefits subject to this Section 3(e) or otherwise provided to Executive shall be subject to the following rules: (i) the amount of such expenses eligible for reimbursement or in-kind benefits provided in any taxable year shall not affect the expenses eligible for reimbursement or in-kind benefits provided in any other taxable year, except as otherwise allowed by Section 409A of the Internal Revenue Code (“Code”); (ii) any reimbursement shall be made on or before the last day of the calendar year following the calendar year in which the expenses to be reimbursed were incurred; and (iii) no right to reimbursement or in-kind benefits may be liquidated or exchanged for another benefit.
(f) To the extent not specifically set forth in this Section 3, any compensation payable or provided under this Section 3 shall be paid or provided no later than two and one-half months after the calendar year in which such compensation is no longer subject to a substantial risk of forfeiture within the meaning of Treasury Regulation Section 1.409A-1(d).
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Beginning on the Effective Date, the Bank shall pay Executive as compensation a salary of not less than [$ ] One Hundred Thirty Thousand Dollars ($130,000) per year (“Base Salary”). Such Base Salary shall be payable biweeklybi-weekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Clover Leaf Financial Corp.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $142,564 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall will be conducted by a committee designated by the BoardCEO, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses includingexpenses, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and including travel and entertainment expenses, incurred including in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require. All reimbursements shall be paid promptly by the Bank and in any event no later than March 15 of the year immediately following the year in which the expense was incurred.
Appears in 1 contract
Samples: Employment Agreement (Generations Bancorp NY, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank Association shall pay Executive as compensation a salary of not less than [$ ] $211,417 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s 's Base Salary (with any increase in Base Salary to shall become “the "Base Salary” " for purposes of this Agreement). In addition to the Base Salary provided in this Section 3(a), the Association shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Association. Base Salary shall not include any director’s fees that amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the ExecutiveAssociation.
(b) The Association will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Association will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently Association or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank Association or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank Association or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank Association shall reimburse the Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Association of an itemized account of such expenses in such form as the Association may reasonably require.
Appears in 1 contract
Samples: Employment Agreement (Flatbush Federal Bancorp Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Beginning on the Effective Date, the Bank shall pay Executive as compensation a salary of not less than [$ ] $91,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Clover Leaf Financial Corp.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $277,560 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred including in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require. All reimbursements shall be paid promptly by the Bank and in any event no later than March 15 of the year immediately following the year in which the expense was incurred.
Appears in 1 contract
Samples: Employment Agreement (Generations Bancorp NY, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $126,500 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). Base Salary shall not include any director’s 's fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s 's fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (Ben Franklin Financial, Inc.)
Compensation Benefits and Reimbursement. For all services rendered by the Executive in any capacity during the Employment Period, including, without limitation, services as an officer, director or member of any committee of the Company or any member of the Group, the Executive shall be compensated as follows (subject, in each case to the provisions of Sections 6-10 below):
(a) The compensation specified under this Agreement During the Employment Period, the Company shall constitute pay, or cause to be paid, to the Executive a base salary and benefits paid for (the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] per year (“"Base Salary”). Such Base Salary ") at a rate of $140,000 on an annualized basis, which shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paid. During the period customary payroll practices of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increaseCompany, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executiveno less frequently than twice monthly.
(b) During the Employment Period, the Executive will shall be entitled to participate the following:
(i) Participation in the Company's and/or the Group's pension and receive benefits under any employee benefit plans including, but not limited to, retirement (excluding severance plans, supplemental retirement plansif any, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by during the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(cInitial Term) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may Company and/or the Group generally maintains from time to time determine. The Bank shall reimburse Executive during the Employment Period for his ordinary the benefit of its similarly situated employees, in each case subject to the eligibility requirements and other terms and provisions of such plans or programs; provided, however, the Company and/or the Group may modify or discontinue any such benefits, plans or programs and change employee contribution amounts to benefit costs without notice in its discretion.
(ii) Reimbursement for all reasonable and necessary business out-of pocket expenses includingincurred in the ordinary course of the Executive's employment during the Employment Period, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and including travel and entertainment expenses, incurred according to the Company's expense account and reimbursement policies in connection place from time to time and provided that the Executive shall submit appropriate documentation sufficient for tax purposes to substantiate the expenditure as an income tax deduction. Each such expenditure shall be reimbursable only if it is of a nature qualifying it as a proper deduction on the federal and state income tax returns of the Company, or with the performance prior approval of his duties under the Company. Further, the Executive must obtain the prior consent of the Company with respect to any single expense in excess of $2,500 or any aggregate expenses, which exceed $10,000 in any one-month period.
(iii) During the Initial Term, the Executive will accrue and be entitled to four weeks of vacation per year. During each Additional Term, if any, Executive will accrue and be entitled to five weeks of vacation per year. The Executive shall be permitted to carry up to one week of accrued but untaken vacation from year to year. To the extent this AgreementSection 5(b)(iii) conflicts with any Company policy, the provisions hereof shall prevail.
Appears in 1 contract
Samples: Employment Agreement (Ramp Corp)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $75,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s 's Base Salary (with any increase in Base Salary to shall become “the "Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse the Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties and responsibilities described in Section 21. The Subject to Section 22 hereof, the Company and/or the Bank shall pay Executive as compensation a salary of not less than [$ ] $200,000 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Company and/or the Bank. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a the compensation committee (the “Committee”) designated by the Board, Board and the Bank Board may increase, but not decrease Executive’s Base Salary (except for a decrease that is not in excess of any decrease that is generally applicable to all employees) Executive’s Base Salary (with any employees of the Company). Any increase in Base Salary to shall become “the Base Salary” Salary for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) In addition to the Base Salary provided in Section 3(a), the Company and/or the Bank shall provide Executive all such other benefits as are provided to permanent full-time employees of the Company and/or the Bank.
(c) The Company and/or the Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement. Without limiting the generality of the foregoing provisions of this subsection (c), Executive will be entitled to participate in and or receive benefits under any employee benefit plans plans, including, but not limited to, retirement plansthe Supplemental Executive Retirement Plan, supplemental retirement plans, pension plans, profit-sharing plans, equity plans, health-and-accident insurance plans, disability plans, medical coverage or any other employee benefit plan or arrangement made available by the Company and/or the Bank currently or in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any eligible for annual incentive compensation and bonus plans offered by bonuses which shall be paid in cash at the Bank in which Executive is eligible to participatediscretion of the Committee. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(cd) The Bank and Executive have entered into an endorsement split dollar arrangement which will provide Executive with a pre-retirement death benefit of Two Million Dollars ($2,000,000). In addition addition, for each year during the term of this Agreement, Executive shall be paid a tax-adjusted payment for life insurance for the purpose of and contingent upon Executive’s use of the after-tax portion of said payment to acquire a life insurance policy with a death benefit of One Million Dollars ($1,000,000). The amount of the tax-adjusted payment shall be set forth in a Schedule executed by Executive and the Bank, which Schedule shall be attached to this Agreement as Exhibit B and which Schedule can be modified from time to time by mutual written consent of Executive and the Bank. To the extent the Bank fails to make any payments required hereunder to the Base Salary provided Executive, the Company shall be responsible for by paragraph and shall make such payment.
(ae) of this Section 3, The Company and/or the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank Company and/or the bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, expenses incurred in connection with the performance of his duties under this Agreement, upon presentation to the Board, or its designee, for approval of an itemized account of such expenses in such form as the Board may reasonably require. Reimbursement of expenses and in-kind benefits subject to this Section 3(e) or otherwise provided to Executive shall be subject to the following rules: (i) the amount of such expenses eligible for reimbursement or in-kind benefits provided in any taxable year shall not affect the expenses eligible for reimbursement or in-kind benefits provided in any other taxable year, except as otherwise allowed by Section 409A of the Internal Revenue Code (“Code”); (ii) any reimbursement shall be made on or before the last day of the calendar year following the calendar year in which the expenses to be reimbursed were incurred; and (iii) no right to reimbursement or in-kind benefits may be liquidated or exchanged for another benefit.
(f) To the extent not specifically set forth in this Section 3, any compensation payable or provided under this Section 3 shall be paid or provided no later than two and one-half months after the calendar year in which such compensation is no longer subject to a substantial risk of forfeiture within the meaning of Treasury Regulation Section 1.409A-1(d).
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Beginning on the Effective Date, the Bank shall pay Executive as compensation a salary of not less than [$ ] One Hundred Ninety Thousand Dollars ($190,000) per year (“Base Salary”). Such Base Salary shall be payable biweeklybi-weekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) decrease, Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, dues for Executive’s membership in Sunset Hills Country Club, and such other fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Clover Leaf Financial Corp.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $95,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Federal Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $320,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or in approximately equal installments in accordance with such other frequency as officers the Bank's customary payroll practices and employees are generally paidmay be increased but may not be decreased at any time without the prior written consent of Executive. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any Any increase in Base Salary to shall become “the new "Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall also provide Executive with all such other benefits as are provided uniformly to full-time employees of the Bank. Such director’s fees Executive shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any employee benefit plans, arrangements and perquisites generally provided to executive employees. On an annual basis and in connection with each calendar year end, the Board will consider the payment of an annual cash bonus to Executive. The criteria for determining any bonus to be paid Executive shall be consistent with the criteria established for the executive management incentive compensation and plan. However, the payment of any cash bonus plans offered by the Bank in which to Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu at the discretion of other compensation to which Executive is entitled under this Agreementthe Board.
(cb) In addition to the Base Salary and other benefits provided for by paragraph Subsection (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel travel, including the provision of an automobile and other reasonable expenses, including membership in clubs or organizations as mutually agreed to between the Board and Executive and reasonable expenses for attending annual and periodic meetings of trade associations, incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Executive shall also be entitled to receive fees in addition to his compensation hereunder for serving as a director of the Company, the Bank, or any subsidiary, on the basis that such fees are paid to other directors.
(c) In addition to the compensation and benefits enumerated above, during the Term of this Agreement Executive shall be entitled to the benefits of a special disability income policy (Guardian Policy No. G718042) and the supplemental retirement income plan with a preretirement death benefit (Guardian Policy No. 3505768) purchased by and at the expense of the Company or the Bank (collectively the "Policies") (provided, further, that the Bank shall reimburse not be required to expend more than $10,000 annually with respect to the Policies). Executive for his ordinary shall be the owner of the Policies and necessary business shall be entitled to designate the beneficiary or beneficiaries of the Policies. All costs and expenses including, without limitation, fees for memberships in such clubs and organizations as Executive of the Bank and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred Company in connection with the Policies in excess of those that are excludable from Executive's income under applicable law shall be reported as compensation income to Executive and Executive shall be responsible for the payment of any and all taxes related to such amounts.
(d) Executive shall be entitled, without loss of pay, to be absent voluntarily for reasonable periods of time from the performance of his the duties and responsibilities under this Agreement. All such voluntary absences shall count as paid vacation time, unless the Board otherwise approves.
(e) Executive shall continue to participate in the supplemental executive retirement plan previously adopted by the Board and as to which Executive was participating as of the Effective Date (the "SERP"), which continued participation shall be on the same terms as were applicable on the Effective Date.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay the Executive as compensation a base salary of not less than [$ ] $275,000 per year (“Base Salary”). Such Base Salary shall be payable biweeklybi-weekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, the Executive’s Base Salary shall be reviewed at least annuallyannually as of each Anniversary Date. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) the Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary Salary, the Bank shall not include any director’s fees that provide the Executive is entitled at no cost to receive the Executive with all such other benefits as a director of the Bank or any affiliate are provided uniformly to permanent full-time employees of the Bank. Such director’s The Executive shall not receive any fees shall be separately paid to for his service as a member of the ExecutiveBoard or Company.
(b) The Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage coverage, life insurance or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. In addition, Executive will may receive such additional bonuses (each, a “Cash Bonus”) or awards as determined in the discretion of the Board. Executive’s target Cash Bonus shall be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participatetwenty-five percent (25%) of Base Salary, with a maximum Cash Bonus of fifty percent (50%) of Base Salary. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. The Executive shall receive an automobile allowance of not less than $700 each month, which shall be increased from time to time by the Board to be commensurate with automobile allowances received by persons who are both presidents and chief executive officers of peer financial institutions. In addition, no later than 30 days after the Effective Date of this Agreement, the Bank shall pay the Executive a one-time, cash lump sum signing bonus of $30,000, less applicable withholdings, which is intended to assist the Executive with relocation and housing expenses.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse the Executive for all reasonable travel (but not including travel to and from Champaign, Illinois) and other reasonable expenses incurred by the Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse the Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement. Specifically, all parties agree that membership in Sunset Hills Country Club is beneficial for the Executive to establish business relationships on behalf of the Bank and agree that the Bank will reimburse executive for all fees (including initiation or transfer fees), assessments (capital, deficit or otherwise), and monthly or annual dues (excluding any expenses for personal use). All reimbursements shall be paid promptly by the Bank and in any event no later than 30 days following the date on which the expense was incurred.
(d) Any compensation payable or provided under this Section 3 shall be paid or provided no later than 2 ½ months after the calendar year in which such compensation is no longer subject to a substantial risk of forfeiture within the meaning of Treasury Regulation Section 1.409A-1(d).
Appears in 1 contract
Samples: Employment Agreement (First Clover Leaf Financial Corp.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $160,160 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require. All reimbursements shall be paid promptly by the Bank and in any event no later than March 15 of the year immediately following the year in which the expense was incurred.
Appears in 1 contract
Samples: Employment Agreement (Generations Bancorp NY, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Beginning on the Effective Date, the Bank shall pay Executive as compensation a salary of not less than [$ ] one hundred seventy four thousand Dollars ($174,000) per year (“Base Salary”). Such Base Salary shall be payable biweeklybi-weekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Clover Leaf Financial Corp.)
Compensation Benefits and Reimbursement. For all services rendered by the Executive in any capacity during the Employment Period, including, without limitation, services as an officer, director or member of any committee of the Company or any member of the Group, the Executive shall be compensated as follows (subject, in each case to the provisions of Sections 6-10 below):
(a) The compensation specified under this Agreement During the Employment Period, the Company shall constitute pay, or cause to be paid, to the Executive a base salary and benefits paid for (the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] per year (“"Base Salary”). Such Base Salary ") at a rate of $190,000 on an annualized basis, which shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director customary payroll practices of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the ExecutiveCompany.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans includingThe Company shall pay, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed cause to be in lieu paid, to the Executive a bonus of other compensation to which Executive is entitled under this Agreement$15,000 payable on or before September 30, 2003.
(c) In addition During the Employment Period, the Executive shall be entitled to the Base Salary provided for by paragraph following:
(ai) of this Section 3participation in the Company's and/or the Group's pension and benefit plans (excluding severance plans, if any, during the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts Initial Term) as the Board may Company and/or the Group generally maintains from time to time determine. The Bank shall reimburse Executive during the Employment Period for his ordinary the benefit of its similarly situated employees, in each case subject to the eligibility requirements and other terms and provisions of such plans or programs; provided, however, the Company and/or the Group may modify or discontinue any such benefits, plans or programs and change employee contribution amounts to benefit costs without notice in its discretion.
(ii) reimbursement for all reasonable and necessary business out-of pocket expenses includingincurred in the ordinary course of the Executive's employment during the Employment Period, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and including travel and entertainment expenses, incurred according to the Company's expense account and reimbursement policies in connection place from time to time and provided that the Executive shall submit appropriate documentation sufficient for tax purposes to substantiate the expenditure as an income tax deduction. Each such expenditure shall be reimbursable only if it is of a nature qualifying it as a proper deduction on the federal and state income tax returns of the Company, or with the performance prior approval of his duties under a Supervising Person. Further, the Executive must obtain the prior consent of a Supervising Person with respect to any single expense in excess of $2,500 or any aggregate expenses which exceed $10,000 in any one month period.
(iii) within ten (10) business days after the later of: (a) the Effective Date, or (b) the date this Agreement is executed by both the Executive and the Company, the Company shall grant the Executive an option to purchase 500,000 shares of the Company's common stock, par value $0.001 per share, of which 250,000 shares shall vest upon the date of the grant and 31,250 shares shall vest on each of December 31, 2003, March 31, 2004, June 30, 2004, September 30, 2004, December 31, 2004, March 31, 2005, June 30, 2005 and September 30, 2005 (the "Options"). The Options shall be granted pursuant to the Company's 2003 Stock Option Plan (as it may be amended, modified, or replaced, or any new stock option plan of the Company, the "Stock Option Plan") and the Company and the Executive shall execute and deliver an Option Agreement (the "Option Agreement") in accordance with the Stock Option Plan. The Company's Board of Directors or Stock Option Plan administrator, as applicable, shall determine, in its sole discretion, the exercise prices and the duration of the terms of the Options. The vesting of the Options is subject to the Executive being employed by the Company at such times as each portion of the Options shall vest. Except as otherwise set forth herein, the Options shall be granted pursuant to, and shall governed by, the Stock Option Plan. All other terms and conditions relating to the Options shall be as set forth in the Option Agreement. If a change in control of the Company occurs, the options described in this Section with respect to all shares shall be deemed fully vested and exercisable upon the effective date of the change in control and shall remain exercisable for the remaining original term of the options. For the purpose of this Agreement, a “change in control” means: (A) the direct or indirect acquisition, whether in one or a series of transactions by any person (as such term is used in Section 13(d) and Section 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), or related persons (such person or persons, an “Acquirer”) constituting a group (as such term is used in Rule 13d-5 under the Exchange Act), of (1) beneficial ownership (as defined in the Exchange Act) of issued and outstanding shares of stock of the Company, the result of which acquisition is that such person or such group possesses in excess of 50% of the combined voting power of all then-issued and outstanding stock of the Company, or (2) the power to elect, appoint, or cause the election or appointment of at least a majority of the members of the Board (or such other governing body in the event the Company or any successor entity is not a corporation); (B) a merger into, or consolidation of the Company with a person or a direct or indirect subsidiary of such person, provided that the result of such merger or consolidation, whether in one or a series of related transactions, is that the holders of the outstanding voting stock of the Company immediately prior to the consummation of such transaction do not possess, whether directly or indirectly, immediately after the consummation of such merger or consolidation, in excess of 50% of the combined voting power of all then-issued and outstanding stock of the merged or consolidated person, its direct or indirect parent, or the surviving person of such merger or consolidation; (C) a sale or disposition, whether in one or a series of transactions, of all or substantially all of the Company's assets; or (D) a transaction where a majority of the directors in office immediately prior to the transaction are not in office after the completion of the transaction.
Appears in 1 contract
Samples: Employment Agreement (Ramp Corp)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] per year ----- (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s 's Base Salary (with any increase in Base Salary to shall become “the "Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. Without limiting the foregoing, the Bank shall provide the Executive with an automobile suitable to the position of , and such automobile may be ----- used by the Executive in carrying out his duties under this Agreement, including commuting between his residence and his principal place of employment, and other personal use. The Bank shall reimburse the executive for the cost of maintenance and servicing such automobile and for instance, gasoline and oil for such automobile. The Bank or the Company shall reimburse the Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in a country club, a health club, and such other clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require. The Executive shall be responsible for the payment of any taxes on account of his personal use of the automobile provided by the Bank or the Company and on account of any other benefit provided herein.
Appears in 1 contract
Samples: Employment Agreement (Provident Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $95,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Federal Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank Association shall pay Executive as compensation a salary of not less than [$ ] $118,451.00 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s Base Salary (with any increase in Base Salary to shall become the “Base Salary” for purposes of this Agreement). In addition to the Base Salary provided in this Section 3(a), the Association shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Association. Base Salary shall not include any director’s fees that amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the ExecutiveAssociation.
(b) The Association will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Association will not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, family medical coverage or any other employee benefit plan or arrangement made available by the Bank currently Association or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank Association or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank Association or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank Association shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Association of an itemized account of such expenses in such form as the Association may reasonably require. All reimbursements pursuant to this Section 3(c) shall be paid promptly by the Association and in any event no later than March 15 of the year immediately following the year in which the expense was incurred.
Appears in 1 contract
Samples: Employment Agreement (Flatbush Federal Bancorp Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board. In addition to the Base Salary provided in this Section 3(a), and the Bank may increase, but not decrease (except a decrease that is generally applicable shall provide Executive all such other benefits as are provided to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes permanent full-time employees of this Agreement)the Bank. Base Salary shall not include any director’s fees that the amounts of compensation deferred by Executive is entitled to receive as a director of the Bank or any affiliate of under qualified and nonqualified plans maintained by the Bank. Such director’s fees shall be separately paid to the Executive.
(b) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Bank of an itemized account of such expenses in such form as the Bank may reasonably require.
Appears in 1 contract
Compensation Benefits and Reimbursement. For all services rendered by the Executive in any capacity during the Employment Period, including, without limitation, services as an officer, director or member of any committee of the Company or any member of the Group, the Executive shall be compensated as follows (subject, in each case to the provisions of Sections 6-10 below):
(a) The compensation specified under this Agreement During the Employment Period, the Company shall constitute pay, or cause to be paid, to the Executive a base salary and benefits paid for (the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] per year (“"Base Salary”). Such Base Salary ") at a rate of $180,000 on an annualized basis, which shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director customary payroll practices of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the ExecutiveCompany.
(b) Executive will shall be entitled to participate in and receive benefits under any employee benefit plans includinga discretionary bonus from the Company within a month of December 31, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available 2004 as reasonably determined by the Bank currently or in the future to its senior executives Chief Executive Officer. No bonus shall be required, and key management employees. Executive any bonus paid under this provision will be entitled to participate in any incentive compensation and bonus plans offered by at the Bank in which sole discretion of the Chief Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu Officer of other compensation to which Executive is entitled under this Agreementthe Company.
(c) In addition During the Employment Period, the Executive shall be entitled to the Base Salary provided for by paragraph following:
(ai) of this Section 3participation in the Company's and/or the Group's pension and benefit plans (excluding severance plans, if any, during the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts Initial Term) as the Board may Company and/or the Group generally maintains from time to time determine. The Bank shall reimburse Executive during the Employment Period for his ordinary the benefit of its similarly situated employees, in each case subject to the eligibility requirements and other terms and provisions of such plans or programs; provided, however, the Company and/or the Group may modify or discontinue any such benefits, plans or programs and change employee contribution amounts to benefit costs without notice in its discretion.
(ii) reimbursement for all reasonable and necessary business out-of pocket expenses includingincurred in the ordinary course of the Executive's employment during the Employment Period, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and including travel and entertainment expenses, incurred according to the Company's expense account and reimbursement policies in connection place from time to time and provided that the Executive shall submit appropriate documentation sufficient for tax purposes to substantiate the expenditure as an income tax deduction. Each such expenditure shall be reimbursable only if it is of a nature qualifying it as a proper deduction on the federal and state income tax returns of the Company, or with the performance prior written approval of his duties under a Supervising Person. Further, the Executive must obtain the prior consent of a Supervising Person with respect to any single expense in excess of $2,500 or any aggregate expenses that exceed $10,000 in any one-month period.
(iii) within ten business days after the later of: (a) the Effective Date, or (b) the date this Agreement is executed by both the Executive and the Company, the Company shall grant the Executive a supplemental (non-qualified) option to purchase 400,000 shares of the Company's common stock, par value $0.001 per share, of which 50,000 shares shall vest on each of December 31, 2003, March 31, 2004, June 30, 2004, September 30, 2004, December 31, 2004, March 31, 2005, June 30, 2005 and September 30, 2005 (the "Option"). The Option shall be granted pursuant to the Company's 2003 Stock Incentive Plan (as it may be amended, modified, or replaced, or any new stock option plan of the Company, the "Stock Option Plan") and the Company and the Executive shall execute and deliver an Option Agreement (the "Option Agreement") in accordance with the Stock Option Plan. The exercise price of the Option shall be $.44 per share and its scheduled expiration date shall be the fifth anniversary of its date of grant. The vesting of the Option is subject to the Executive being employed by the Company at such times as each portion of the Option shall vest. Except as otherwise set forth herein, the Option shall be granted pursuant to, and shall governed by, the Stock Option Plan. All other terms and conditions relating to the Option shall be as set forth in the Option Agreement.
(iv) During the Employment Period, the Executive will accrue vacation at the rate of 1.25 days for each full month worked, up to a maximum of fifteen (15) days per year. Vacation accruals may not exceed twenty (20) days (the "Maximum Accrual"). Accordingly, once the Maximum Accrual is reached, all further vacation accruals will cease. Vacation accruals will recommence after Executive has taken vacation and his vacation accrual has dropped below the Maximum Accrual. To the extent this Section 5(c)(iv) conflicts with any Company policy, the provisions hereof shall prevail.
Appears in 1 contract
Samples: Employment Agreement (Ramp Corp)
Compensation Benefits and Reimbursement. For all services rendered by the Executive in any capacity during the Employment Period, including, without limitation, services as an officer, director or member of any committee of the Company or any member of the Group, the Executive shall be compensated as follows (subject, in each case to the provisions of Sections 6-10 below):
(a) The compensation specified under this Agreement During the Employment Period, the Company shall constitute pay, or cause to be paid, to the Executive a base salary and benefits paid for (the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] per year (“"Base Salary”). Such Base Salary ") at a rate of $200,000 on an annualized basis, which shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director customary payroll practices of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the ExecutiveCompany.
(b) The Company shall pay, or cause to be paid, to the Executive will a bonus of $25,000 payable on or before December 10, 2003 and an additional bonus of $25,000 on or before June 10, 2004; provided, however, that the Executive must be employed by the Company at the end of the month prior to the time such bonus payment is due in order to be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and such bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreementpayment.
(c) In addition During the Employment Period, the Executive shall be entitled to the Base Salary provided for by paragraph following:
(ai) of this Section 3participation in the Company's and/or the Group's pension and benefit plans (excluding severance plans, if any, during the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts Initial Term) as the Board may Company and/or the Group generally maintains from time to time determine. The Bank shall reimburse Executive during the Employment Period for his ordinary the benefit of its similarly situated employees, in each case subject to the eligibility requirements and other terms and provisions of such plans or programs; provided, however, the Company and/or the Group may modify or discontinue any such benefits, plans or programs and change employee contribution amounts to benefit costs without notice in its discretion.
(ii) reimbursement for all reasonable and necessary business out-of pocket expenses includingincurred in the ordinary course of the Executive's employment during the Employment Period, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and including travel and entertainment expenses, incurred according to the Company's expense account and reimbursement policies in connection place from time to time and provided that the Executive shall submit appropriate documentation sufficient for tax purposes to substantiate the expenditure as an income tax deduction. Each such expenditure shall be reimbursable only if it is of a nature qualifying it as a proper deduction on the federal and state income tax returns of the Company, or with the performance prior approval of his duties under the Company. Further, the Executive must obtain the prior consent of the Company with respect to any single expense in excess of $2,500 or any aggregate expenses which exceed $10,000 in any one month period.
(iii) within ten (10) business days after the later of: (a) the Effective Date, or (b) the date this Agreement is executed by both the Executive and the Company, the Company shall grant the Executive an option to purchase 320,000 shares of the Company's common stock, par value $0.001 per share, of which 80,000 shares shall vest upon the date of the grant and 80,000 shares shall vest on each of September 30, 2003, December 31, 2003 and March 31, 2004 (the "Options"). The Options shall be granted pursuant to the Company's 1999 Stock Option Plan (as may be amended, modified, or replaced, or any new stock option plan of the Company, the "Stock Option Plan") and the Company and the Executive shall execute and deliver an Option Agreement (the "Option Agreement") in accordance with the Stock Option Plan. The Company's Board of Directors or Stock Option Plan administrator, as applicable, shall determine, in its sole discretion, the exercise prices and the duration of the terms of the Options. The vesting of the Options is subject to the Executive being employed by the Company at such times. Except as otherwise set forth herein, the Options shall be granted pursuant to, and shall governed by, the Stock Option Plan. All other terms and conditions relating to the Options shall be as set forth in the Option Agreement.
(iv) During the Employment Period, the Executive will accrue vacation at the rate of 1.25 days for each full month worked, up to a maximum of fifteen (15) days per year. Vacation accruals may not exceed twenty (20) days (the “Maximum Accrual”). Accordingly, once the Maximum Accrual is reached, all further vacation accruals will cease. Vacation accruals will recommence after Executive has taken vacation and his vacation accrual has dropped below the Maximum Accrual. To the extent this Section 5(c)(v) conflicts with any Company policy, the provisions hereof shall prevail.
(d) At the outset of the Employment Period, the Company shall pay, or cause to be paid, to the Executive an amount equal to 15 month's of benefits coverage under COBRA, which shall not exceed $20,000 in the aggregate.
Appears in 1 contract
Samples: Employment Agreement (Ramp Corp)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $152,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). Within a reasonable period of time after the Appointment Date (but no later than February 1, 2007), the Board shall commission a compensation study by a mutually agreed upon compensation expert of persons who are both presidents and chief executive officers with comparable non-competition obligations at peer financial institutions located in a comparable geographic area and shall report its findings to Executive, with the understanding that Executive's compensation shall be increased to the extent necessary to be competitive, in the judgment of the Board, with the compensation offered to persons who are both presidents and chief executive officers of such peer organizations. The compensation increase, if any, attributable to the 2007 compensation study shall be retroactive to the Appointment Date and any "catch up" payment shall be made to Executive in a lump sum within two (2) months after the Executive is notified of the increase. In addition to the Base Salary provided in this Section 3(a), the Bank shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Base Salary shall include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Bank. Base Salary shall not include any director’s 's fees that the Executive is entitled to receive as a director of the Bank or the Company or any affiliate of the Bank. Such director’s 's fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement. Executive shall receive an automobile allowance of not less than $460 each month, which shall be increased from time to time by the Board of the Bank to be commensurate with automobile allowances received by persons who are both presidents and chief executive officers of peer financial institutions.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Federal Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank Association shall pay Executive as compensation a salary of not less than [$ ] $117,002 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s 's Base Salary (with any increase in Base Salary to shall become “the "Base Salary” " for purposes of this Agreement). In addition to the Base Salary provided in this Section 3(a), the Association shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Association. Base Salary shall not include any director’s fees that amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the ExecutiveAssociation.
(b) The Association will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Association will not, without Executive's prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive's rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently Association or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank Association or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank Association or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank Association shall reimburse the Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Association of an itemized account of such expenses in such form as the Association may reasonably require.
Appears in 1 contract
Samples: Employment Agreement (Flatbush Federal Bancorp Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Company or the Bank shall pay Executive as compensation a salary of at an annual rate not less than [$ ] per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s Base Salary (with any increase in increased Base Salary to shall become the “Base Salary” for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that provided in this Section 3(a), the Executive is entitled to receive as a director of Company or the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveCompany or the Bank.
(b) The Company or the Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the Effective Date, and the Company and the Bank will not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank or the Company in which Executive is eligible to participate. Nothing paid to the Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and the Company may provide such additional compensation in such form and such amounts as the Board may from time to time determine. Without limiting the foregoing, the Bank or the Company shall provide the Executive with an automobile suitable to the position of , and such automobile may be used by the Executive in carrying out his duties under this Agreement, including commuting between his residence and his principal place of employment, and other personal use. The Bank or the Company shall (i) reimburse the Executive for the cost of maintenance and servicing such automobile and for instance, gasoline and oil for such automobile; (ii) reimburse the Executive for his ordinary and necessary business expenses including, without limitation, incurred in the performance of his duties under this Agreement (including but not limited to travel and entertainment expenses) that are excludible from the Executive’s gross income for federal income tax purposes; (iii) reimburse the Executive for fees for memberships in a country club, a health club, and such other clubs and organizations and such other expenses as the Executive and the Board shall mutually agree are necessary and appropriate for business purposes, in each case upon presentation to the Bank or the Company of an itemized account of such expenses in such form as the Bank or the Company may reasonably require, each such reimbursement payment to be made promptly following receipt of the itemized account and travel and entertainment expenses, incurred in connection with any event not later than the performance last day of the calendar year following the calendar year in which the expense was incurred. The Executive shall be responsible for the payment of any taxes on account of his duties under personal use of the automobile, if any, provided by the Bank or the Company and on account of any other benefit provided herein. The foregoing provisions for use of an automobile provided by the Bank or the Company and reimbursement of related expenses shall apply on a calendar year basis; prior to the beginning of each calendar year, the Bank or the Company may determine to substitute a cash allowance or other arrangement which it determines to be of equivalent value for one or more succeeding calendar years or any portion thereof during the term of this Agreement.
Appears in 1 contract
Samples: Employment Agreement (Provident Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (Ben Franklin Financial, Inc.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $140,080.00 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
(d) In addition to items of compensation provided for by paragraphs (a), (b) and (c) of this Section 3, the Bank shall pay or reimburse the Executive for Regular membership dues and related expenses to Briar Ridge Country Club in Dyer, Indiana or comparable club selected by Executive. The Bank shall also provide the Executive with a company car of equal or greater value than the vehicle currently driven by the Executive.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $_______ per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardChief Executive Officer, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his her obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his her ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board Chief Executive Officer shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his her duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Federal Financial Services Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties and responsibilities described in Section 21. The Bank shall pay Executive as compensation a salary of not less than [$ ] $140,100 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or in accordance with such other frequency as officers and employees are generally paidthe customary payroll practices of the Bank. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a the compensation committee (the “Committee”) designated by the Board, Board and the Bank Board may increase, but not decrease decrease, Executive’s Base Salary (except for a decrease that is not in excess of any decrease that is generally applicable to all employeesemployees of the Bank).
(b) Executive’s Base Salary (with any Any increase in Base Salary to shall become “the Base Salary” Salary for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in Section 3(a), the Bank or any affiliate shall provide Executive all such other benefits as are provided to permanent full-time employees of the Bank. Such director’s fees shall be separately paid to the Executive.
(bc) The Bank will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement. Without limiting the generality of the foregoing provisions of this subsection (c), Executive will be entitled to participate in and or receive benefits under any employee benefit plans plans, including, but not limited to, retirement plansthe Supplemental Executive Retirement Plan, supplemental retirement plans, pension plans, profit-sharing plans, equity plans, health-and-accident insurance plans, disability plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any eligible for annual incentive compensation and bonus plans offered by bonuses which shall be paid in cash at the Bank in which Executive is eligible to participatediscretion of the Committee. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(cd) The Bank and the Executive have entered into an endorsement split dollar arrangement which will provide Executive with a pre-retirement death benefit of One Million Dollars ($1,000,000). In addition to addition, for each year during the Base Salary provided for by paragraph (a) term of this Section 3Agreement, Executive shall be paid a tax-adjusted payment for life insurance for the purpose of and contingent upon Executive’s use of the after-tax portion of said payment to acquire a life insurance policy with a death benefit of One Million Dollars ($1,000,000). The amount of the tax-adjusted payment shall be set forth in a Schedule executed by Executive and Bank, which Schedule shall be attached to this Agreement as Exhibit B and which Schedule can be modified from time to time by mutual written consent of Executive and Bank.
(e) The Bank or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, expenses incurred in connection with the performance of his duties under this Agreement, upon presentation to the Chief Executive Officer, or his designee, for approval of an itemized account of such expenses in such form as the Chief Executive Officer may reasonably require. Reimbursement of expenses and in-kind benefits subject to this Section 3(e) or otherwise provided to Executive shall be subject to the following rules: (i) the amount of such expenses eligible for reimbursement or in-kind benefits provided in any taxable year shall not affect the expenses eligible for reimbursement or in-kind benefits provided in any other taxable year, except as otherwise allowed by Section 409A of the Internal Revenue Code (“Code”); (ii) any reimbursement shall be made on or before the last day of the calendar year following the calendar year in which the expenses to be reimbursed were incurred; and (iii) no right to reimbursement or in-kind benefits may be liquidated or exchanged for another benefit.
(f) To the extent not specifically set forth in this Section 3, any compensation payable or provided under this Section 3 shall be paid or provided no later than two and one-half months after the calendar year in which such compensation is no longer subject to a substantial risk of forfeiture within the meaning of Treasury Regulation Section 1.409A-1(d).
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Beginning on the Effective Date, the Bank shall pay Executive as compensation a salary of not less than [$ ] $145,000.96 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the BoardBoard of Directors, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of Salary, the Bank or any affiliate shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Such director’s fees Base Salary shall be separately paid to include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the ExecutiveBank.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3Salary, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board Chief Executive Officer may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board of Directors shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank Association shall pay Executive as compensation a salary of not less than [$ ] $162,740.00 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall may be conducted by a committee Committee designated by the Board, and the Bank Board may increase, but not decrease (except a decrease that is generally applicable to all employees) ), Executive’s Base Salary (with any increase in Base Salary to shall become the “Base Salary” for purposes of this Agreement). In addition to the Base Salary provided in this Section 3(a), the Association shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Association. Base Salary shall not include any director’s fees that amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the ExecutiveAssociation.
(b) The Association will provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Association will not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites which would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees or as reasonably or customarily available. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, family medical coverage or any other employee benefit plan or arrangement made available by the Bank currently Association or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan of the Bank Association or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank Association or the Company shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank Association shall reimburse Executive for his ordinary and necessary business expenses expenses, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement, upon presentation to the Association of an itemized account of such expenses in such form as the Association may reasonably require. All reimbursements pursuant to this Section 3(c) shall be paid promptly by the Association and in any event no later than March 15 of the year immediately following the year in which the expense was incurred.
Appears in 1 contract
Samples: Employment Agreement (Flatbush Federal Bancorp Inc)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $90,731.56 per year (“Base Salary”). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s Base Salary (with any increase in Base Salary to become “Base Salary” for purposes of this Agreement). Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of the Bank or any affiliate of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
(d) In addition to items of compensation provided for by paragraphs (a), (b) and (c) of this Section 3, the Bank shall also provide the Executive with a company car of equal or greater value than the vehicle driven by the Executive as of the date hereof.
Appears in 1 contract
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 22(b). The Bank shall pay Executive as compensation a salary of not less than [$ ] $200,000 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually. Such review shall be conducted by a committee designated by the Board, and the Bank may increase, but not decrease (except a decrease that is generally applicable to all employees) Executive’s 's Base Salary (with any increase in Base Salary to become “"Base Salary” " for purposes of this Agreement). Within a reasonable period of time after the Appointment Date (but no later than February 1, 2007), the Board shall commission a compensation study by a mutually agreed upon compensation expert of persons who are both presidents and chief executive officers with comparable non-competition obligations at peer financial institutions located in a comparable geographic area and shall report its findings to Executive, with the understanding that Executive's compensation shall be increased to the extent necessary to be competitive, in the judgment of the Board, with the compensation offered to persons who are both presidents and chief executive officers of such peer organizations. The compensation increase, if any, attributable to the 2007 compensation study shall be retroactive to the Appointment Date and any "catch up" payment shall be made to Executive in a lump sum within two (2) months after the Executive is notified of the increase. In addition to the Base Salary provided in this Section 3(a), the Bank shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Bank. Base Salary shall include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Bank. Base Salary shall not include any director’s 's fees that the Executive is entitled to receive as a director of the Bank or the Company or any affiliate of the Bank. Such director’s 's fees shall be separately paid to the Executive.
(b) Executive will be entitled to participate in and or receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or the Company in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will be entitled to participate in any incentive compensation and bonus plans offered by the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement. Executive shall receive an automobile allowance of not less than $460 each month, which shall be increased from time to time by the Board of the Bank to be commensurate with automobile allowances received by persons who are both presidents and chief executive officers of peer financial institutions.
(c) In addition to the Base Salary provided for by paragraph (a) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel and other reasonable expenses incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board may from time to time determine. The Bank shall reimburse Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with the performance of his duties under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (First Clover Leaf Financial Corp.)
Compensation Benefits and Reimbursement. (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2. The Bank shall pay Executive as compensation a salary of not less than [$ ] $145,000.00 per year (“"Base Salary”"). Such Base Salary shall be payable biweekly, or in approximately equal installments in accordance with such other frequency as officers the Bank's customary payroll practices and employees are generally paidmay be increased but may not be decreased at any time without the prior written consent of Executive. During the period of this Agreement, Executive’s 's Base Salary shall be reviewed at least annually; the first such review will be made no later than one year from the date of this Agreement. Such review shall be conducted by a the Board or by the committee designated by of the Board, delegated such responsibility by the Board and the Bank committee or the Board may increase, but not decrease (except a decrease that is generally applicable to all employees) increase Executive’s 's Base Salary (with at any time. Any increase in Base Salary to shall become “the new "Base Salary” " for purposes of this Agreement). In addition to the Base Salary shall not include any director’s fees that the Executive is entitled to receive as a director of provided in this Section 3(a), the Bank or any affiliate shall also provide Executive with all such other benefits as are provided uniformly to full-time employees of the Bank. Such director’s fees shall be separately paid to the Executive.
(b) Executive will shall be entitled to participate in any employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or otherwise deriving benefit from immediately prior to the beginning of the term of this Agreement, and the Bank will not, without Executive's prior written consent, make any changes in such plans, arrangements, or perquisites which would materially adversely affect Executive's rights or benefits thereunder; except to the extent such changes are made applicable to all Bank employees on a non-discriminatory basis. Without limiting the generality of the foregoing provisions of this Subsection (b), Executive shall be entitled to participate in or receive benefits under any employee benefit plans plans, including, but not limited to, retirement plans, supplemental retirement plans, management incentive plans, pension plans, profit-sharing plans, stock or option plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Bank currently or in the future to its senior executives and key management employees, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements. Executive will shall be entitled to participate in any incentive compensation and bonus plans offered by bonuses as provided in any plan or arrangement of the Bank in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.
(c) In addition to the Base Salary provided for by paragraph Subsection (a) of this Section 3 and other compensation provided for by Subsection (b) of this Section 3, the Bank shall pay or reimburse Executive for all reasonable travel travel, including the provision of an automobile and other reasonable expenses expenses, including membership in clubs or organizations as mutually agreed to between the CEO and Executive, incurred by Executive performing his obligations under this Agreement and may provide such additional compensation in such form and such amounts as the Board CEO may from time to time determine. The Bank Executive shall reimburse also be entitled to receive fees in addition to his compensation hereunder for serving as secretary to the Board.
(d) Executive for his ordinary and necessary business expenses including, without limitation, fees for memberships shall participate in such clubs and organizations as Executive and the supplemental executive retirement plan adopted by the Board shall mutually agree are necessary and appropriate for business purposes, and travel and entertainment expenses, incurred in connection with which the performance of his duties under this AgreementBoard has approved the Executive's eligibility to participate.
Appears in 1 contract
