EXHIBIT 10.7
AMENDMENT TO
SPLIT DOLLAR LIFE INSURANCE AGREEMENT
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AMENDMENT TO
SPLIT DOLLAR LIFE INSURANCE AGREEMENT
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This amendment to that certain SPLIT DOLLAR LIFE INSURANCE AGREEMENT
("Agreement") dated April 6, 1992, by and between XXXXXXX MARITIME CORPORATION,
a Delaware corporation (the "Corporation") and XXXXXX X. XXXXXXX, XX., (its
"Employee") is made on May 1, 1995.
First: Paragraph 1 of this Agreement is amended in its entirety to read as
follows:
"1. Ownership of the Policy.
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(a) The Employee is the sole owner of the Policy, and may exercise all
incidents of ownership with respect thereto without the Corporation's consent,
subject only to the limited rights given the Corporation under the terms of the
limited collateral assignment provided for herein.
(b) The Employee shall execute and deliver a limited collateral assignment
to the Corporation as security for repayment of the amount due to the
Corporation under this Agreement. However, the Corporation shall neither have
nor exercise any rights as collateral assignee of the Policy that could in any
way defeat or impair the Employee's right to receive the cash surrender value or
the death proceeds of the Policy in excess of the amount due to the Corporation
hereunder. In no event shall the Corporation have the power to change the
beneficiary, to surrender the Policy, to assign or revoke an assignment, to
pledge the Policy for a loan, or to obtain from
the insurer a loan against the surrender value of the Policy. All provisions of
this Agreement and of such collateral assignment shall be construed so as to
carry out such intention. A form of the Limited Collateral Assignment is
attached hereto as Exhibit A."
Second: Except as modified by this Amendment, all provisions of the
Agreement shall remain in effect.
IN WITNESS WHEREOF, the parties hereto have signed this Amendment to Split
Dollar Life Insurance Agreement as of the day and year first above written.
XXXXXXX MARITIME CORPORATION
By: [SIGNATURE]
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/s/ Xxxxxx X. Xxxxxxx, Xx.
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Xxxxxx X. Xxxxxxx, Xx.,
Employee
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EXHIBIT A
LIMITED COLLATERAL ASSIGNMENT
This Limited Collateral Assignment is made by Xxxxxx X. Xxxxxxx, Xx., as
Assignor, to Xxxxxxx Maritime Corporation, a Delaware Corporation, as Assignee.
FOR VALUE RECEIVED, the Assignor hereby collaterally assigns to the
Assignee Policy No. 44 523 467, issued by New York Life Insurance Co. (the
"Insurer") in the face amount of $20,000,000 (the "Policy"), upon the lives of
Xxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx, on the following terms:
1. The sole purpose of this limited collateral assignment is to secure
the Assignee's right to receive the amount due to it under that certain Split
Dollar Life Insurance Agreement between the Assignor and the Assignee, dated
April 6, 1992, as amended.
2. This limited collateral assignment includes no incidents of ownership
in the policy, and the Assignee's interest in the Policy is not assignable to
anyone other than the undersigned or his nominee.
3. The Assignor retains all incidents of ownership in the Policy,
including, without limitation, the power to change the beneficiary, the power
to surrender or cancel the Policy, the power to assign the Policy or revoke an
assignment, and the power to pledge the Policy for a loan or to obtain from the
insurer a loan against the surrender value of the Policy.
4. The Insurer is hereby authorized to recognize the Assignee's rights
hereunder without investigating the Assignee's rights under the Split Dollar
Life Insurance Agreement; the signature of the Assignee shall be sufficient for
the exercise of any rights under the Policy and the receipt of the Assignee for
any sums received by it shall be a full discharge and release to the Insurer.
5. Upon full payment to the Assignee of the amount due to the Assignee
under the Split Dollar Life Insurance Agreement, the Assignee shall execute all
documents required by the Insurer or the Assignor to release this Limited
Collateral Assignment.
This Limited Collateral Assignment is entered into on May 1, 1995.
ASSIGNOR
/s/ Xxxxxx X. Xxxxxxx, Xx.
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Xxxxxx X. Xxxxxxx, Xx.
ASSIGNEE
XXXXXXX MARITIME CORPORATION
By: [SIGNATURE]
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EXHIBIT A
LIMITED COLLATERAL ASSIGNMENT
This Limited Collateral Assignment is made by Xxxxxx X. Xxxxxxx, Xx., as
Assignor, to Xxxxxxx Maritime Corporation, a Delaware Corporation, as Assignee.
FOR VALUE RECEIVED, the Assignor hereby collaterally assigns to the
Assignee Policy No. 80 008 303, issued by Xxxx Xxxxxxx Mutual Life Insurance Co.
(the "Insurer") in the face amount of $15,000,000 (the "Policy"), upon the lives
of Xxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx, on the following terms:
1. The sole purpose of this limited collateral assignment is to secure the
Assignee's right to receive the amount due to it under that certain Split Dollar
Life Insurance Agreement between the Assignor and the Assignee, dated April 6,
1992, as amended.
2. This limited collateral assignment includes no incidents of ownership
in the policy, and the Assignee's interest in the Policy is not assignable to
anyone other than the undersigned or his nominee.
3. The Assignor retains all incidents or ownership in the Policy,
including, without limitation, the power to change the beneficiary, the power to
surrender or cancel the Policy, the power to assign the Policy or revoke an
assignment, and the power to pledge the Policy for a loan or to obtain from the
insurer a loan against the surrender value of the Policy.
4. The Insurer is hereby authorized to recognize the Assignee's rights
hereunder without investigating the Assignee's rights under the Split Dollar
Life Insurance Agreement; the signature of the Assignee shall be sufficient for
the exercise of any rights under the Policy and the receipt of the Assignee for
any sums received by it shall be full discharge and release to the Insurer.
5. Upon full payment to the Assignee of the amount due to the Assignee
under the Split Dollar Life Insurance Agreement, the Assignee shall execute all
documents required by the Insurer or the Assignor to release this Limited
Collateral Assignment.
This Limited Collateral Assignment is entered into on May 1, 1995.
ASSIGNOR
/s/ Xxxxxx X. Xxxxxxx, Xx.
-----------------------------------
Xxxxxx X. Xxxxxxx, Xx.
ASSIGNEE
XXXXXXX MARITIME CORPORATION
By: [SIGNATURE]
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EXHIBIT A
LIMITED COLLATERAL ASSIGNMENT
This Limited Collateral Assignment is made by Xxxxxx X. Xxxxxxx, Xx., as
Assignor, to Xxxxxxx Maritime Corporation, a Delaware Corporation, as Assignee.
FOR VALUED RECEIVED, the Assignor hereby collaterally assigns to the
Assignee Policy No. 5,128,621-9, issued by Manufacturers Life Insurance Co. (the
"Insurer") in the face amount of $5,000,000 (the "Policy"), upon the lives of
Xxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx, on the following terms:
1. The sole purpose of this limited collateral assignment is to secure the
Assignee's right to receive the amount due to it under that certain Split Dollar
Life Insurance Agreement between the Assignor and the Assignee, dated April 6,
1992, as amended.
2. This limited collateral assignment includes no incidents of ownership in
the policy, and the Assignee's interest in the Policy is not assignable to
anyone other than the undersigned or his nominee.
3. The assignor retains all incidents of ownership in the Policy,
including, without limitation, the power to change the beneficiary, the power to
surrender or cancel the Policy, the power to assign the Policy or revoke an
assignment, and the power to pledge the Policy for a loan or to obtain from the
insurer a loan against the surrender value of the Policy.
4. The Insurer is hereby authorized to recognize the Assignee's rights
hereunder without investigating the Assignee's rights under the Split Dollar
Life Insurance Agreement; the signature of the Assignee shall be sufficient for
the exercise of any rights under the Policy and the receipt of the Assignee for
any sums received by it shall be a full discharge and release to the Insurer.
5. Upon full payment to the Assignee of the amount due to the Assignee
under the Split Dollar Life Insurance Agreement, the Assignee shall execute all
documents required by the Insurer or the Assignor to release this Limited
Collateral Assignment.
This Limited Collateral Assignment is entered into on May 1, 1995.
ASSIGNOR
/s/ XXXXXX X. XXXXXXX, XX.
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Xxxxxx X. Xxxxxxx, Xx.
ASSIGNEE
XXXXXXX MARITIME CORPORATION
BY: [SIGNATURE]
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