EXHIBIT 10.10
SPLIT-DOLLAR AGREEMENT
THIS AGREEMENT, made as of the 25th day of June, 1994 by and between THE SAVINGS
BANK OF ROCKVILLE, a Connecticut corporation (hereinafter referred to as the
"Employer"), and XXXXXXX X. XXXXXX of Xxxxxx, Connecticut (hereinafter referred
to as the "Employee").
WITNESSETH THAT:
WHEREAS, the Employee is employed by the Employer; and
WHEREAS, the Employer is desirous of retaining the services of the Employee and
of assisting the Employee in paying for life insurance on his own life; and
WHEREAS, the Employer has determined that this assistance can be provided under
a split dollar life insurance arrangement; and
WHEREAS, the Employee has applied for, and is the owner of the insurance policy
or policies listed in the attached schedule hereto, hereinafter referred to as
the "Policy"; and
WHEREAS, the Employer and the Employee agree to make the Policy subject to this
Agreement; and
WHEREAS, the Employee has assigned the Policy to the Employer as collateral for
amounts to be advanced by the Employer under this Agreement by an instrument of
assignment filed with the Insurer (hereinafter referred to as the "Assignment");
NOW, THEREFORE, in consideration of the promises and of the mutual covenants
herein contained, the Parties hereto hereby agree as follows:
c. The Employer shall not borrow against the Policy without the express
written consent of the Employee.
d. Upon the Employee's termination of employment, the Employee shall have
the right to take any action with regard to the cash value of the policy
in excess of the collaterally assigned interest of the Employer.
5. a. Upon the death of the Employee, the Employer shall promptly take all
action necessary to obtain its share of the death benefit provided under
the Policy.
b. The Employer shall have the unqualified right to receive a portion of
such Death Benefit equal to the total amount of its share of the premiums
paid by it hereunder, (hereinafter referred to as the "Net Premium"), plus
an amount that would be equal to accrued interest on Net Premiums
compounded annually at 4% (the Additional Payment), The Additional Payment
paid to the Employer in accordance with this section shall be limited to
60% (sixty percent) of the amount that the total Death Benefit on the date
of the Employee's death under the Policy exceeds the Net Premiums paid by
the Employer. The balance of the Death Benefit provided under the Policy,
if any, shall be paid directly by the Insurer to the beneficiary or
beneficiaries and in the manner designated by the Employee. No amount
shall be paid from such death benefit to the beneficiary or beneficiaries
designated by the Employee until the Employer or Insurer acknowledges in
writing that the full amount due to the Employer hereunder has been paid.
The Parties hereto agree that the beneficiary designation provision of the
Policy shall conform to the provisions hereof.
6. The Employer shall not merge or consolidate into or with another
organization, or reorganize, or sell substantially all of its assets to
another organization, firm or person unless and until such succeeding or
continuing organization, firm or person agrees to assume and discharge the
obligations of the Employer under this Agreement. Upon the occurrence of
such event,
the term "Employer" as used in this Agreement shall be deemed to refer to
such successor or survivor organization.
7. This Agreement shall terminate upon the Employee's death and the payment
of proceeds pursuant to Section 5 of this Agreement.
8. a. If the Employee ceases to be employed by the Employer for whatever
reason, the Employee has the right to continue to keep the Policy in force
either individually or through a subsequent Employer, subject to the
requirement that the Policy cash value not be reduced through loans,
premium payment options, or in any other manner below the amount needed to
repay the Employer the Net Premiums paid by it hereunder.
b. If the Employee continues to keep the Policy in force, termination of
this Agreement shall be pursuant to Section 7 of this Agreement.
c. If the Employee does not continue to keep the Policy in force, this
Agreement will terminate immediately and the Employer will be repaid an
amount equal to the Net Premiums paid by the Employer, plus an amount that
would be equal to accrued interest on said Net Premiums compounded
annually at 4%, however, in no event shall the Employer be paid an amount
greater than the total cash value as of the date of the Employee's
termination of employment.
d. In the event the Employee becomes disabled (as defined in UNUM Life
Insurance Company contract number LAD294223 or any successor policy
providing comparable terms and benefits) while still employed by Employer,
Employer shall, notwithstanding any other provision herein, continue to
pay the premiums due under the policy until the due date next preceding
Employee's 65th birthday or, if sooner, until such disability no longer
exists.
9. The Parties hereto agree that this Agreement shall take precedence over
any provisions of the Assignment. The Employer agrees not to exercise any
right possessed by it under the Assignment except in conformity with this
Agreement.
10. This Agreement may not be amended, altered or modified except by a written
instrument signed by both of the Parties hereto and may not be otherwise
terminated except as provided herein.
11. a. The split-dollar arrangement contemplated herein is an exempt welfare
plan under regulations promulgated under Title I of the Employee
Retirement Income Security Act of 1974("ERISA").
b. For purposes of ERISA, the Employer will be the "named fiduciary" and
"plan administrator" of the split-dollar arrangement contemplated herein,
and this Agreement is hereby designated as the written plan instrument.
c. The Employee or any beneficiary of his may file a request for benefits
with the plan administrator. If a claim request is wholly or partially
denied, the plan administrator will furnish to the claimant a notice of
its decision within ninety (90) days in writing, and in a manner to be
understood by the claimant, which notice will contain the following
information:
(i) the specific reason or reasons for the denial;
(ii) specific reference to pertinent plan provisions upon which the
denial is based;
(iii) a description of any additional material or information
necessary for the claimant to perfect the claim and an explanation
as to why such material or information is necessary.
(iv) an explanation of the plan's claim-review procedure describing
the steps to be taken by a claimant who wishes to submit his claim
for review.
d. A claimant or his authorized representative may, with respect to any
denied claim.
(i) request a review upon written application filed within sixty
(60) days after receipt by the claimant of written notice of the
denial of his claim;
(ii) review pertinent documents; and
(iii) submit issues and comments in writing.
Any request or submission will be in writing and will be directed to the plan
administrator. The plan administrator xxxx have the sole responsibility for the
review of any denied claim and will take all appropriate steps in light of its
findings. The plan administrator will render a decision upon review of a denied
claim within sixty (60) days after receipt of a request for review. If special
circumstances warrant additional time, the decision will be rendered as soon as
possible, but not later than one hundred twenty (120) days after receipt of
request for review. Written notice of any such extension will be furnished to
the claimant prior to the commencement of the extension. The decision on review
will be in writing and will include specific reasons for the decision written in
a manner to be understood by the claimant, as well as the specific references of
the pertinent provisions of the plan on which the decision is based. If the
decision on review is not furnished to the claimant within the time limits
described above, the claim will be deemed denied on review.
12. This Agreement shall be binding upon and inure to the benefit of the
Employer and its successors and assignees and the Employee and his
successors, assignees, heirs, executors, administrators and beneficiaries.
13. Except as may be preempted by ERISA, this Agreement, and the rights of the
Parties hereunder, shall be governed by and construed in accordance with
the laws of the State of Connecticut.
IN WITNESS WHEREOF, the Employer has caused this Agreement to be executed by its
officer thereunto duly authorized and the Employee has hereunto set his hand and
seal, all as of the day and year first above written.
THE SAVINGS BANK OF ROCKVILLE
By /s/ Xxxxxx X. Xxxxxx Xx.
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Xxxxxx X. Xxxxxx Xx.
Title: V.P/ Treas
/s/ Xxxxxxx X. XxXxxx
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Xxxxxxx X. XxXxxx
