EXHIBIT 10.6
SPLIT DOLLAR LIFE INSURANCE AGREEMENT
This SPLIT DOLLAR LIFE INSURANCE AGREEMENT ("Agreement") is made as of
April 6, 1992, by and between XXXXXXX MARITIME CORPORATION, a Delaware
corporation (the "Corporation"), and XXXXXX X. XXXXXXX, XX., (the "Employee").
RECITALS
1. The Employee owns certain policies of insurance on the life of the
survivor of Xxxxxx X. Xxxxxxx, father of the Employee, and, Xxxxx Xxxxxxx,
spouse of said Xxxxxx X. Xxxxxxx (the "Insureds"), as shown on Schedule A hereto
(each such policy being referred to herein as the "Policy");
2. The Corporation and the Employee desire to have an agreement outlining
their respective obligations with respect to the Policy; and
3. The parties intend this Agreement to constitute a plan of split dollar
life insurance under Revenue Rulings 64-328 and 66-110.
Now, Therefore, in consideration of the good and valuable consideration
referred to herein, the sufficiency of which is hereby acknowledged, the parties
hereto agree as follows:
1. Ownership Of The Policy.
(a) The Employee is the sole owner of the
Policy, retains all rights in the Policy and may exercise all incidents of
ownership with respect thereto without the Corporation's consent.
(b) The Corporation is not and shall not become an owner of the
Policy and shall have no rights, interests or security whatsoever in the Policy
or its proceeds.
2. Premium Payments.
(a) The Corporation shall pay the entire premium on the Policy
on or before the date said premium is due or the end of the grace period
allowed for the payment of premiums.
(b) Until this Agreement is terminated, the Employee shall pay
to the Corporation each year an amount equal to the economic benefit to the
Employee with respect to the Policy as determined under applicable Internal
Revenue Service rulings.
3. Termination Of This Agreement. This Agreement shall terminate upon
the first to occur of any one of the following events (the "Termination Event"):
(a) upon surrender of the Policy by the Employee to the issuer
of the Policy;
(b) if the Employee fails to make any payment required pursuant
to paragraph 2(b) of this Agreement within 60 days after notice from the
Corporation of the amount due;
(c) at the option of the Corporation if the Employee ceases to
be employed by the Corporation; or
-2-
(d) bankruptcy, insolvency or dissolution of the Corporation.
4. Rights Upon Termination. Upon the termination of this Agreement.
(a) the obligations of the Corporation to pay the premiums on the
Policy shall cease; and
(b) within 30 days after the Termination Event, the Employee shall pay
to the Corporation an amount equal to the lesser of (i) the Policy cash
surrender value or (ii) the amounts paid by the Corporation pursuant to
paragraph 2(a) of this Agreement (reduced by any payments made by the Employee
under paragraph 2(b)).
5. Rights Upon Death of Insureds. Unless this Agreement is sooner
terminated as provided in this Agreement, within 30 days after the death of the
surviving Insured under the Policy, the Employee shall pay to the Corporation an
amount equal to the amounts paid by the Corporation pursuant to paragraph 2(a)
of this Agreement (reduced by any payments made by the Employee under paragraph
2(b)).
6. Insurer Not a Party. The issuer of the Policy is not a party to this
Agreement for any purpose, shall not be obligated to inquire into the
distribution of any monies payable or paid by it under the Policy and shall be
fully discharged from any and all liability under the terms of the Policy upon
payment or other performances in accordance with the terms of the Policy.
-3-
7. Governing Law. This Agreement shall be governed by the laws of the
State of California.
8. Entire Agreement. The Corporation and the Employee each warrant
that no promise, inducement or agreement not contained or referred to herein has
been made to it or him or by it or him in connection with this Agreement.
9. ERISA Provisions. The Corporation is hereby designated as the
named fiduciary under this Agreement. The named fiduciary shall have authority
to control and manage the operation and administration of this Agreement. The
policy for funding the obligations under this Agreement shall be the payment of
premiums on the Policy.
10. Binding Effect. This Agreement is binding upon and inures to the
benefit of the Corporation and the Employee and their representatives, agents,
servants, employees, heirs, successors, executors, administrators, attorneys,
partners, insurers, stockholders, predecessors and assigns.
IN WITNESS WHEREOF, the parties hereto have signed this Agreement
as of the day and year first above written.
XXXXXXX MARITIME CORPORATION
BY: [ILLEGIBLE}
--------------------------
President
/s/ XXXXXX X. XXXXXXX, XX.
--------------------------
Xxxxxx X. Xxxxxxx, Xx.
Employee
-4-
SCHEDULE A
----------
(Policies on Life of the Survivor of Xxxxxx X. and Xxxxx Xxxxxxx)
Insurance Policy Face
Company Description/No. Amount
--------- --------------- ------
New York Life Survivorship Whole Life
Insurance Co. No. 44 523 467 $20,000,000
Xxxx Xxxxxxx Mutual Estate Protection
Life Insurance Co. No. 80 008 303 $15,000,000
Prudential Insurance Survivorship Select
Co. of America No. 79 772 751 $ 7,000,000
Manufacturers Life Survivorship
Insurance Co. No. 5,128,621-9 $ 5,000,000
Confederation Life Joint & Last Survivor II
Insurance Co. No. 5 412 252 $ 3,000,000
