CONSULTING AGREEMENT
EXHIBIT
10.17
This
Consulting Agreement ("Agreement") is made and entered into this 1st day of
July, 2004, by and between The Reedsburg Bank (the "Company"), a Wisconsin
banking corporation and DITECH LTD ("DITECH"), a Wisconsin corporation,
effective as of July 1,
2004.
WHEREAS,
the Company desires to retain the services of Xxxxxx X. Xxxxxxxxx, the President
("Consultant") of DITECH as a consultant of the Company, and;
WHEREAS,
DITECH has agreed to make available the services of its President to the
Company;
NOW,
THEREFORE, in consideration of these recitals and mutual covenants and
agreement set forth herein, the parties hereto agree as follows:
SECTION
1. CONSULTATION.
1.1 The
Company agrees to retain the services of Xxxxxx X.
Xxxxxxxxx, the President of DITECH as a Consultant. Consultant will
assist the Company in the management of, acquisition of and disposition of
real
estate owned or acquired by the Company from time to time, and to assist the
Company with business development opportunities. Consultant will
provide such other duties as may be assigned by the Company from time to time
with in the State of Wisconsin and, if mutually agreed, such other locations
as
the Company may request.
1.2 Consultant
agrees to devote adequate time and attention to his duties as a Consultant
to
the Company and to perform such duties in an efficient, trustworthy and
businesslike manner. In addition, Consultant agrees that he will not
render to other substantial services of any kind for compensation or engage
in
any other business activity (including with limitation) any involvement in
any
business which: (i) materially
conflicts with and materially compromises the performance of his duties under
the Agreement; (ii) conflicts
with any reasonable policy of the Company; (iii) is
in
any way related to the Company's business.
SECTION
2. TERM OF
CONSULTATION.
2.1 Term. The
term of consultation pursuant to this Agreement shall be for a period of at
least one (1) year form the effective date of this Agreement (the "Initial
Term") and shall be extended for additional terms of one (1) year each, by
mutual agreement between the Company and Consultant ("Renewal Term") unless
terminated by either party as described in Section 2.2
hereof.
2.2 Termination. This
Agreement may be terminated by either party by written notice to the other
at
least ninety (90) days prior to the Initial Terms or any renewal
thereof.
SECTION
3. COMPENSATION
3.1 The
Company shall pay the Consultant during the term of this Agreement and any
renewal thereof, the sum of Twenty One Thousand Dollars annually, which shall
be
paid in twelve (12) equal monthly installments of One Thousand Seven Hundred
Fifty dollars ($1,750.00) each beginning with the effective date of this
Agreement.
SECTION
4. MISCELLANEOUS PROVISIONS
4.1 Assignment
and Successors. The rights and obligations of the Company under
this Agreement may be freely assigned to any corporate affiliate of the Company
and shall inure the benefit of and be binding upon the successors and permitted
assigns of the Company. Consultant's obligations to provide services
hereunder may not be assigned to or assumed by any other person or
entity.
4.2 Amendment
and Waiver. This Agreement constitutes the entire agreement
between the parties hereto and may be modified, amended or waived only by a
written instrument signed by all the parties hereto. No waiver or
breach of any provision hereto shall be a waiver of any future breach, whether
similar or dissimilar in nature.
4.3 Applicable
Law. This Agreement has been made and its validity, performance
and effect shall be determined in accordance with the laws of the State of
Wisconsin.
IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date first above written.
|
THE
REEDSBURG BANK
|
DITECH
LTD
|
|
/s/
Xxxxxxx
Xxxx
Xxxxxxx
Xxxx, President
|
/s/
Xxxxxx X.
Xxxxxxxxx
Xxxxxx X.
Xxxxxxxxx, President
|
2
