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EXHIBIT 10.19
BANCTENN CORP.
SPLIT DOLLAR LIFE INSURANCE PLAN
PLAN AGREEMENT
THIS AGREEMENT, made and entered into this 1st day of January, 1999,
by and between BANK OF TENNESSEE (the "Bank"), a subsidiary of BancTenn Corp.,
and XXXXXXX X. XXXXX, an employee or director of the Bank (the "Participant"),
pursuant to the terms of the BancTenn Corp. Split Dollar Life Insurance Plan
(the "Plan"), which Plan is attached hereto and the terms of which are
incorporated herein by reference.
WHEREAS, Participant has been selected by the Committee (as defined in
the Plan) as an eligible Participant under the Plan; and
WHEREAS, the Participant desires to participate in the Plan in
accordance with the terms and conditions stated in the Plan;
NOW, THEREFORE, in consideration of the premises and the mutual
promises contained herein, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. Pursuant to the terms of the Plan, Bank and Participant have
heretofore acquired Life Insurance Policy No. 14885096 issued by The
Northwestern Mutual Life Insurance Company on December 21, 1998, with a face
value of $250,000 (the "Policy").
2. The Bank and the Participant shall be the owners of the
Policy and any other insurance policy acquired on Participant's life pursuant
to the Plan and this Agreement (herein collectively referred to as the
"Policy"). Their respective interests in the Policy and any other insurance
policy shall be as they are set out in the Plan and this Agreement. While this
Agreement is in force, the Bank shall have the unqualified right to control the
portion of the cash surrender value of the Policy equal to the amount it
contributed out of its own funds pursuant to Section 4 hereunder and Section
4.5 of the Plan. The Bank shall possess the right to borrow either directly or
indirectly against the Policy or to repledge its collateral security interest
in it for an amount not exceeding its interest. The Participant shall control
all Policy values over and above those reserved to the Bank, and all other
Policy rights not otherwise ceded to the Bank. However, the Participant agrees
that he will not deal with the Policy other than in a manner expressly provided
for in the Plan or this Agreement until after the Plan or this Agreement is
terminated.
3. On or before the due date of each insurance policy premium,
or within the grace period provided therein, the Bank shall pay to the Insurer
the premium due.
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4. The Participant agrees to designate his Beneficiary to
receive benefits under the Plan and this Agreement. If more than one
Beneficiary is named, the shares and preference of each shall be indicated. The
Participant shall execute a Beneficiary Designation Form used by the Insurer
for such designations.
5. The Participant shall have the right to make an absolute
assignment of his entire interest under this Agreement and of his interest in
the Policy at any time to any person or persons. Upon delivery of a signed copy
of the assignment to the Bank, all of the rights, obligations and duties of the
Participant hereunder shall pass to and be binding upon such assignee
(including the right to make further assignments) and the Participant shall
have no further interest in the Plan, this Agreement or the insurance policy.
6. Any notice which shall or may be given under the Plan or this
Agreement shall be in writing and shall be mailed by first class mail, postage
prepaid. If notice is to be given to the Bank, such notice shall be addressed
to the Bank at its general offices:
Bank of Tennessee
000 Xxxx Xxxxxx Xxxxxx
Xxxxxxxxx, Xxxxxxxxx 00000-0000
Attention: Human Resources Committee
Split Dollar Life Insurance Plan
If notice is to be given to the Participant, such notice shall be addressed to:
Xxxxxxx X. Xxxxx
000 Xxxxxxxxx Xxxxx
Xxxxxxxxx, Xxxxxxxxx 00000
Any party may change the address to which notices shall be mailed from time to
time by giving written notice of such new address.
7. This Agreement shall be binding upon the Bank and its
successors and assigns, and upon the Participant, his Beneficiary, heirs,
executors and administrators.
8. This Agreement shall be construed and governed in all
respects under and by the laws of the State of Tennessee, except to the extent
preempted by ERISA. If any provision of this Agreement shall be held by a court
of competent jurisdiction to be invalid or unenforceable, the remaining
provision hereof shall continue to be fully effective.
9. This Agreement shall be construed, where required, so that
the masculine gender includes the feminine.
10. This Agreement may be terminated by the Bank in accordance
with the provisions of Articles VIII and IX of the Plan.
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11. This Agreement does not constitute a contract of employment
between the Bank and the Participant. Employment and compensation may be
terminated with or without cause at any time by the Bank or by the Participant.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be
executed as of the day and year first above written.
BANK OF TENNESSEE
By: /s/ Xxx X. Xxxxxx, Xx.
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Authorized Representative
PARTICIPANT:
/s/ Xxxxxxx X. Xxxxx
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XXXXXXX X. XXXXX
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