HOMELAND BANKSHARES CORPORATION EXHIBIT 10.5(d)
SUPPLEMENTAL RETIREMENT INCOME AGREEMENT
Pursuant to action by the Board of Directors of Homeland Bankshares
Corporation (HBC), on June 20, 1995, Xxxxx X. Xxxx, hereinafter called the
"Employee," was designated as a participant in the Homeland Bankshares
Corporation Supplemental Retirement Income Plan, hereinafter called the
"Plan." Employee's participation was made effective as of July 1, 1995.
This agreement, by and between HBC, an Iowa corporation with its
principal office in Waterloo, Iowa, hereinafter called the "Company," and
Employee,
WHEREAS, the Employee has been employed by the Company or one of its
corporate subsidiaries for 7 years and is now employed by Homeland Bankshares
Corporation as President and CEO of its wholly-owned subsidiary Homeland
Bank, N.A.;
WHEREAS, the Company desires to retain the services of the Employee in
an executive capacity; and
WHEREAS, the Employee is willing to continue his employment provided the
Company will agree to make certain payments following the Employee's
retirement or death;
NOW, THEREFORE, in consideration of the services heretofore rendered and
to be rendered by the Employee and the mutual covenants contained herein, the
parties hereto agree as follows:
1. BENEFITS. The Company will provide to the Employee the supplemental
retirement and death benefits set forth in the Supplemental Retirement Income
Plan ("Plan") attached hereto as Exhibit A. The Plan was originally adopted
by the Board of Directors of Homeland Bankshares Corporation on June 20,
1995. THE MAXIMUM ANNUAL SUPPLEMENTAL BENEFIT UNDER THIS PLAN WILL NOT
EXCEED $97,500.
2. CONDITIONS. No benefits shall be payable under this Agreement if:
a. retirement other than for reasons of disability occurs prior to
age 55;
b. employment is terminated for cause;
c. the employee voluntarily resigns from employment; or
d. after retirement, the Employee is employed in a capacity which is
deemed by the Board of Directors of the Company to be competitive
with and contrary to the best interests of the Company.
3. BENEFICIARY. In the event of the Employee's death, any survivor
benefits provided under the Plan shall be paid to the beneficiary designated
by the Employee. The Company shall provide a form on which the Employee
designate the primary and secondary beneficiaries for any survivor benefits.
In the event no such designation has been made by the Employee, the survivor
payment shall be made to the surviving spouse of the Employee, or if there is
no surviving spouse, to the estate of the Employee.
4. OTHER BENEFITS. Nothing contained herein shall in any way limit the
Employee's right to participate in or benefit from any pension, profit
sharing, or other retirement plan which said Employee is or may become
eligible by reason of his employment.
5. PAYMENT OF BENEFITS. All payments provide by this Agreement shall be
made in conformity with the regular payroll procedures in use by the Company
at the time of payment.
6. WITHHOLDING. Notwithstanding any of the foregoing provisions hereof,
the Company may withhold from any payment to be made hereunder such amount as
it may be required to withhold under any applicable federal, state, or other
law, and transmit such withheld amounts to the applicable taxing authority.
7. GOVERNING LAW. This Agreement shall be governed and construed in
accordance with the laws of the State of Iowa.
8. BINDING EFFECT OF AGREEMENT. This Agreement shall be binding upon the
parties hereto, their heirs, assigns, successors, executors, and
administrators. In the event the Company becomes a party to any merger,
consolidation, acquisition, or reorganization, this Agreement shall remain in
full force and effect as an obligation of the Company or its successors in
interest. None of the payments provided for in this Agreement shall be
subject to seizure for payment of any debts or judgments against the Employee
or any beneficiary; nor shall the Employee or any beneficiary have any right
to transfer, modify, anticipate, or encumber any rights or benefits
hereunder.
9. COUNTERPARTS. This Agreement may be executed in an original and any
number of counterparts, each of which shall constitute an original of one and
the same instrument.
10. NATURE OF AGREEMENT. This is not a contract for employment. It is
not intended to be construed in any manner as a contract of employment.
11. AMENDMENT. During the lifetime of the Employee, this Agreement may be
amended or revoked in whole or in part only by the mutual written agreement
of the Employee and Company.
IN WITNESS WHEREOF, the parties hereto have set their names, the Company by
its duly authorized officers on this 3rd day of July, 1995.
HOMELAND BANKSHARES CORPORATION
By /s/Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx
Vice President-Human Resources
ATTEST:
By /s/Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx
Secretary to the Board
By /s/Xxxxxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxxxxxx
Director
By /s/Xxxxx X. Xxxx
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Xxxxx X. Xxxx
