Exhibit 10.46
This MODIFICATION TO AGREEMENT, dated as of this day of ,
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199 , by and between (the "Employee") and LANDAMERICA
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FINANCIAL GROUP, INC., a Virginia corporation (the "Employer").
Recitals
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The Employee and the Employer entered into a Split-Dollar Agreement
on , 19 (the "Agreement"), [and the Employee and the Employer entered
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into a Modification to said Agreement dated , 1996. (the "First
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Modification")]. In order to provide an additional employment benefit to the
Employee, the Employer wishes to increase the insurance benefit provided in the
Agreement by adding another insurance policy to the Agreement and the First
Modification. The Employee consents to the addition of another insurance policy
and reaffirms his desire to participate in this program to the extent provided
in the Agreement, as modified, and in this Modification to Agreement.
NOW, THEREFORE, in consideration of the foregoing, the Employee and the
Employer agree as follows:
1. Addition of Policy. For purposes of the Agreement, the term "Policy"
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shall include the original insurance policies listed in section 1 of
the Agreement and the First Modification (the "Original Policies"),
and the following additional insurance policy (the "Additional
Policy"):
Company Policy Number Face Amount
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Northwestern Mutual Life
Insurance Company
2. Employer's Interest in Policy. The "Employer's Interest in the Policy,"
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as defined in section 4 of the Agreement, shall be determined separately for the
Original Policies and the
Additional Policy. For purposes of calculating the Employer's Interest in the
Policy with respect to the Additional Policy, references to the ten year time
period shall commence on the date of the Agreement and not the date of this
Modification to Agreement.
3. Collateral Assignment. The Employee shall execute, contemporaneously
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herewith, a collateral assignment of the Additional Policy to the Employer to
recognize the Employer's Interest in the Policy. The collateral assignment is
attached hereto as Exhibit B and for purposes of the Agreement is included
within the definition "Collateral Assignment" as defined in section 5 of the
Agreement.
4. Miscellaneous.
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(a) This Modification to Agreement shall bind the Employer, its
successors and assigns, the Employee, his or her transferee and any Policy
beneficiary.
(b) This Modification to Agreement may be altered, amended or modified
by written agreement signed by the Employer and the Employee, or his or her
transferee. The laws of the Commonwealth of Virginia shall govern this
Modification to Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in more
than one counterpart, each of which is an original.
LANDAMERICA FINANCIAL GROUP, INC.
By:
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Its: Chief Executive Officer
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LANDAMERICA FINANCIAL GROUP, INC.
Schedule to Modification to Agreement
Face Amount of
Named Executive Date of Additional
Officer Modification Insurance Policy
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Xxxxxxx X. Xxxxxx, Xx. June 1, 1996 $602,865
June 1, 1998 $621,288
Xxxxx X. Xxxxxx June 1, 1996 $479,710
G. Xxxxxxx Xxxxx June 1, 1996 $157,232
June 1, 1998 $460,820
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