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EXHIBIT (10)a.
SPLIT-DOLLAR INSURANCE AGREEMENT
This agreement made as of the ______________ day of ______________________,
19____, by and between Genesco Inc., a Tennessee Corporation (hereinafter
referred to as "Employer"), and ______________________, an individual
(hereinafter referred to as "Employee").
W I T N E S S E T H:
WHEREAS, the Employee is a valued employee of Employer; and
WHEREAS, the employee has made an application dated as of this date to The
Northwestern Mutual Life Insurance Company (the "Insurance Company") for a life
insurance policy in the amount of $______________ (the "Policy"), and
WHEREAS, the Employer believes that it is in its best interests to assist the
Employee in providing adequate life insurance protection for the Employee's
family in the event of Employee's death;
NOW, THEREFORE, the Employer and Employee agree as follows:
1. The Employee agrees that the Employer and the Employee shall be co-owners of
the Policy with such respective rights and obligations as shall be set forth in
the Policy and in the supplement thereto dated as of this date (The
"Supplement").
2. The Employer agrees that, notwithstanding paragraph 3 of the Supplement, for
the first seven (7) years of the Policy it (i) will continue its interest in the
Policy, (ii) will pay that portion of the annual premium which is equal to the
gross premium less the one-year term cost of declining insurance coverage for
the Employee under the Policy as determined by the Internal Revenue Service
(commonly referred to as the "P.S. 58 Cost"), (iii) will not change the dividend
option under the Policy, and (iv) will obtain a policy loan only if such action
will not jeopardize the right of either Genesco or the Employee to deduct the
interest on such loan pursuant to Section 264 of the Internal Revenue Code, but
in all cases provided that the Employee (a) pays that portion of the gross
premium not paid by the Employer, and (b) remains in the employ of the Employer
except for termination of employment due to disability (as defined in the
Federal Social Security Act). After such seven year period the Employer, at its
sole option, may discontinue making such payments and may discontinue its
interest in the Policy as provided in the Supplement.
3. The Employer agrees not to exercise the rights granted to it under paragraph
5 of the Supplement unless the Employee elects or is deemed to have elected
option (b) set forth in paragraph 4 below.
4. Should the Employer not be obligated to pay its portion of the gross premium
under paragraph 2 above, the Employee is to have the following options with
respect to the policy:
(a) To pay to the Employer an amount equal to the share of the total premiums
for the Policy which the Employer has paid and for which it has not been
previously reimbursed, and thereafter the Employee will become the sole owner
of the Policy; or
(b) To relinquish all the Employee's interest in the Policy.
Within ten (10) days of such cessation of the Employer's obligation, the
Employer shall give written notice to the Employee granting the Employee twenty
(20) days within which to elect option (a) by making the required payment. In
order to assist the Employee in making such payment, the Employer shall grant
the Employee in such notice, a copy of which the Employer shall send to the
Insurance Company, the right to obtain a policy loan, the proceeds in an amount
not to exceed the amount specified in option (a) to be paid directly to the
Employer by the Insurance Company. If the Employee fails to elect option (a) by
not making the required payment, the Employee will automatically be deemed to
have elected option (b), and the Employer will be free to surrender the Policy,
substitute another insured under the Policy or take any other action with
respect to the Policy as the Employer may desire. Except for such election of
option (b), the Employee shall have no liability to the Employer with respect to
premiums paid by Employer under the Policy not recovered from the cash surrender
or loan values of the Policy.
5. The Employee hereby terminates his interests in and releases any rights he
may have to participate in any group life insurance plans sponsored by the
Employer.
6. The Employer will continue, as to the Employee, its present practice of
paying management Employees as a death benefit a percentage of the Employee's
salary, for which the Employer is insured under the Policy in an amount of
$5,000.00. Such benefit shall be paid by the Employer to the Direct
Beneficiaries named by the Employee under the Policy.
7. The Insurance Company shall be bound only by the provisions of and
endorsements on the Policy, including supplements thereto, and any payments made
or actions taken by it in accordance therewith shall fully discharge it from all
claims, suits, and demands by all persons whatsoever. Except as specifically
provided by endorsement of the Policy, it shall in no way be bound by the
provisions of this Agreement.
8. This Agreement shall bind the Employer and its successors and assigns,
Employee and the Employee's heirs, executors, administrators, and transferees
and any Policy beneficiaries. Each party agrees to make, execute and deliver any
documents necessary to carry out the purpose and intent of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day
and year first above written.
GENESCO INC.
By____________________________________
EMPLOYER
____________________________________
EMPLOYEE
