EXHIBIT 10.2
EXECUTIVE EMPLOYMENT AGREEMENT
THIS EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") made this 1st day of January,
1998 by and among THE ANCHOR BANK, a South Carolina banking corporation with
principal offices located at 0000 Xxx Xxxxxx, Xxxxxx Xxxxx, Xxxxx Xxxxxxxx 00000
("Bank"), ANCHOR FINANCIAL CORPORATION, a South Carolina corporation ("Anchor")
and Xxxxxx X. Coffee, Jr. of Myrtle Beach, South Carolina ("Executive").
RECITALS:
A. The Executive is, as of the date hereof, employed by the Bank as an
executive officer and the Bank desires to insure the Executive's continued
employment with the Bank.
B. The Bank and the Executive mutually desire that their employment
relationship be set forth under the terms of a written employment agreement;
In consideration of the foregoing and of the promises and mutual agreements set
forth below, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto do hereby agree
as follows:
1. Employment. The Bank agrees to employ the Executive, and the Executive agrees
to serve the bank, on the terms and conditions, set forth herein.
2. Term of Employment. The employment of the Executive by the Bank, as provided
under Section 1, shall commence on the date hereof and end on December 31, 2000
(the "Initial Term") unless further extended or sooner terminated as hereinafter
provided. On each anniversary date of this Agreement, the term of the
Executive's employment hereunder shall be automatically extended for an
additional one year period unless at least 90 days prior to the date of such
automatic one year extension, notice is given by the Bank or the Executive that
the term of the Executive's employment shall not be extended.
3. Position and Duties. The Executive shall serve as Executive Vice-President
and Chief Administrative Officer of the Bank and shall be responsible for all
duties, authorities and responsibilities as set forth in the Bylaws of the Bank
and shall assume such additional responsibilities and authority as may from time
to time be assigned to him by the Chief Executive Officer of the Bank. The
Executive shall report to, be responsible to, and take direction from the Chief
Executive Officer of the Bank. The Executive shall perform his responsibilities
and duties in the best interests of the Bank and its stockholders.
4. Place of Performance. In connection with the Executive's employment
hereunder, the Executive shall be based initially at the Bank's main office
located in Myrtle Beach, South Carolina, subject to reasonable travel necessary
to the business of the Bank.
5. Compensation and Benefits. In consideration of the Executive's performance of
his duties hereunder, the Bank shall provide the Executive with the following
compensation and benefits during the term of his employment hereunder.
a. Base salary. Commencing on the first day after the Effective Date,
and continuing during the term hereof, including extensions, the
Executive shall serve on a full-time basis as the Executive
Vice-President and Chief Administrative Officer of the Bank. During his
full-time employment, Executive shall receive a per annum salary of
$134,000, payable in equal installments in arrears on the last day of
the month. During the term of the Executive's employment under this
Agreement, the Bank's Chief Executive Officer periodically will review
and may increase (but not decrease) the Executive's base salary rate in
accordance with the Bank's salary administration policies and
procedures in effect from time to time; and each change in the base
salary amount listed in this section shall become the new base salary
amount. Provided, however, that the Chief Executive Officer shall have
no obligation to increase the Executive's
base salary rate at any particular time or in any particular amount,
and any such increase shall be in the sole and absolute discretion of
the Chief Executive Officer.
b. Bonus and Incentive Compensation. The Bank shall pay to the
Executive with respect to each fiscal year during the term of the
Executive's employment hereunder, such cash bonus as Chief Executive
Officer of the Bank (exclusive of the Executive) shall determine and
the Board of Directors shall ratify in their sole discretion; provided,
however, in no event shall this paragraph b. be deemed to require that
any such bonus be paid with respect to any such fiscal year. In
addition, and without diminution of any other compensation or benefit
provided for in this Agreement, the Executive shall have the right to
participate in any Incentive Compensation Plan adopted by the Bank or
in any such plan adopted or sponsored by Anchor in which the senior
officers of any of its banking subsidiaries are participants.
c. Expenses. The Bank, as applicable, shall reimburse the Executive for
all proper and reasonable out-of-pocket expenses incurred by the
Executive in his performance of services hereunder, including all such
expenses of travel and living expense while away from home on business
of the Bank, provided that such expenses are incurred and accounted for
in accordance with the regular policies and procedures established by
the Bank from time to time.
d. Employee Benefits. The Executive shall be entitled to participate in
or receive benefits under any employee benefit plan or arrangement made
available by the Bank in the future to their executives (whether or not
inclusive of their employees generally), subject to and on a basis
consistent with the terms, conditions and overall administration of
such plans and arrangements. Neither coverage nor benefits paid under
any such plan made available shall be deemed to be in lieu of the
salary payable to the Executive under paragraph (a) of this Section 5.
e. Vacations. The Executive shall be entitled to the number of vacation
days in each calendar year, and to compensation in respect of earned
but unused vacation days, determined in accordance with the Bank's
vacation plan as applicable to the Executive, as well as to all paid
holidays provided by the Bank to their executives.
f. Services. The Bank shall furnish the Executive with office space,
secretarial and administrative assistance, and such other facilities
and services as shall be suitable to his position and adequate for the
performance of his duties hereunder.
g. Club Dues. The Bank shall pay for the Executive's regular annual
membership dues in DeBordieu Club.
6. Compensation and Benefits in the Event of Termination. In the event of the
termination of the Executive's employment by the Bank or by the Executive during
the term of this Agreement, compensation and benefits shall be paid as set forth
below.
a. Definitions. For purposes of this Agreement, the following terms
shall have the meanings indicated:
(i) "Cause" shall mean (A) the breach by Executive of any
material provision of this Agreement, provided that Bank gives
the Executive written notice of such failure and such failure
is not cured within thirty (30) days thereafter; (B) the
willful and continued failure by the Executive to
substantially perform his duties under this Agreement (other
than the Executive's inability to perform, with or without
reasonable accommodation, resulting from his incapacity due to
physical or mental illness or impairment), after a demand for
substantial performance is delivered to him by the Board of
Directors of the Bank, which
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demand specifically identifies the manner in which the
Executive is alleged to have not substantially performed his
duties; (C) the willful engaging by the Executive in
misconduct (criminal, immoral or otherwise) which is
materially injurious to the Bank, its officers, directors,
shareholders, employees, or customers, monetarily or
otherwise; (D) the Executive's conviction of a felony; or (E)
the commission in the course of the Executive's employment of
an act of fraud, embezzlement, theft or proven dishonesty, or
any other illegal act or practice, which would constitute a
felony, (whether or not resulting in criminal prosecution or
conviction), or any act or practice which the Bank shall, in
good faith, deem to have resulted in the Executive becoming
unbondable under the Bank's "banker's blanket bond".
Notwithstanding the foregoing, the Executive shall not be
deemed to have been terminated for Cause unless and until
Executive has been afforded a reasonable opportunity, together
with his counsel, to be heard before the Board of Directors of
the Bank, and a written finding has been delivered to him to
the effect that in the good faith opinion of the Board of
Directors of the Bank, the Executive was guilty of conduct as
set forth under clause (A), (B), (C), (D) or (E) of the first
sentence of this sub-paragraph, specifying in writing the
particulars thereof in detail.
(ii) "Change in Control" shall mean either:
(A) the acquisition, directly or indirectly, by any
"person" (as such term is defined for purposes of
Section 13(d) and 14(d) of the Securities Exchange
Act of 1934 ("Exchange Act")), other than by the
Bank, Anchor or any subsidiary controlled by Anchor
or any person so defined who on the date of this
Agreement is a director of the Bank or Anchor, or
whose shares of stock therein are treated as
"beneficially owned" (as such term is defined for
purposes of Rule 13d-3 of the Exchange Act) by any
such director, of the beneficial ownership [as such
term is defined for purposes of section 13(d) (1) of
the Exchange Act] of shares in the Bank or Anchor
which, when added to any other shares the beneficial
ownership of which is held by such acquiror, shall
have fifty percent (50%) or more of the combined
voting power of the Bank or Anchor's then outstanding
voting securities; or
B) the occurrence of any merger, consolidation or
reorganization to which the Bank or Anchor is a party
and to which the Bank or Anchor (or an entity
controlled by the Bank or Anchor) is not a surviving
entity, or the sale of all or substantially all of
the assets of the Bank or Anchor. The merger,
combination, or consolidation of the Bank with Anchor
or any other wholly owned Subsidiary of Anchor shall
not be construed as a Change in Control.
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(iii) "Date of Termination" shall mean: (A) if the Executive's
employment is terminated by reason of his death, his date of
death; (B) if the Executive's employment is terminated for
Disability, thirty (30) days after Notice of Termination is
given (provided that the Executive shall not have returned to
the performance of his duties as provided under sub-paragraph
(iv) of this paragraph a.; or (C) if the Executive's
employment is terminated by action of either party for any
other reason, the date specified in the Notice of Termination;
provided, however, that if within thirty (30) days after any
Notice of Termination is given, the party receiving such
Notice of Termination notifies the other party that a dispute
exists concerning the termination, the Date of Termination
shall be the date on which the dispute is finally resolved,
either by mutual written agreement of the parties, or by a
final judgment, order or decree of a court of competent
jurisdiction (the time for appeal therefrom having expired and
no appeal having been perfected).
(iv) "Disability" shall mean the Executive's failure to
satisfactorily perform the essential functions of his office
on a full-time basis for one hundred and eighty (180)
consecutive days, with or without accommodation, by reason of
the Executive's incapacity resulting from physical or mental
illness or impairment, except where within fifteen (15) days
after Notice of Termination is given following such absence,
the Executive shall have returned to the satisfactory, full
time performance of such duties. Any determination of
Disability hereunder shall be made by the Board of Directors
of the Bank in good faith and on the basis of the certificates
of at least three (3) qualified physicians chosen by it for
such purpose, one (1) of whom shall be the Executive's regular
attending physician.
(v) "Good Reason" shall mean either:
(A) Failure by the Bank to comply with any material
provision of this Agreement, provided that the
Executive gives the Bank (as applicable) written
notice of such failure and such failure is not cured
within thirty (30) days thereafter:
(B) Failure by the Bank to obtain the assumption of its
obligations under this Agreement by any successor; or
(C) Any of the following which shall occur coincident
with or following a Change in Control:
(1) Without the Executive's express written
consent, the assignment to him of any duties
inconsistent with and in diminution of his
positions, duties, responsibilities and
status with the Bank immediately prior to
such Change in Control, or a change
resulting in diminution of his reporting
responsibilities, titles or offices as in
effect immediately prior to such Change in
Control, or any removal of him from or any
failure to re-elect him to any of such
positions resulting in such diminution,
except in connection with the termination of
his employment for Cause, Disability or
Retirement or as a result of his death or
termination of employment by him other than
for Good Reason;
(2) Without the Executive's express written
consent, the Bank's requiring him to be
based anywhere other than within twenty-five
(25) miles of Myrtle Beach, South Carolina
except for required travel on the Bank's
business consistent with his business travel
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obligations immediately prior to such Change
in Control; or
(3) The failure by the Bank to comply with
Section 5 of this Agreement.
(D) Any purported termination of the Executive's
employment by action of the Bank which is not
effected pursuant to a Notice of Termination.
(vi) "Notice of Termination" shall mean a written notice
which shall include the specific termination provision under
this Agreement relied upon, and shall set forth in reasonable
detail the facts and circumstances claimed to provide a basis
for termination of the Executive's employment. Any purported
termination of the Executive's employment hereunder by action
of either party shall be communicated by delivery of a Notice
of Termination to the other party.
(vii) "Retirement" shall mean termination of the Executive's
employment pursuant to the Bank's regular retirement policy
applicable to the position held by the Executive at the time
of such termination.
b. Termination For Cause, Disability, Death, Retirement or other Than
for Good Reason. In the event the Executive's employment hereunder is
terminated (A) by action of the Bank for Cause prior to a Change in
Control or for Cause coincident with or following a Change in Control;
(B) by action of the Executive not for Good Reason, at any time; or (C)
by reason of the Executive's death, Disability or Retirement, the
following compensation and benefits shall be paid and provided the
Executive (or his beneficiary):
(1) The Executive's base salary provided under paragraph a. of
Section 5 through the last day of the month in which the Date
of Termination occurs, at the annual rate in effect at the
time Notice of Termination is given (or death occurs), to the
extent unpaid prior to such Date of Termination;
(2) Any bonus under paragraph b. of Section 5 which has been
awarded prior to the Date of Termination, to the extent unpaid
prior to such date;
(3) Any benefits to which the Executive (or his beneficiary)
may be entitled as a result of such termination, under the
terms and conditions of the pertinent plans or arrangements in
effect at the time of the Notice of Termination under
paragraph d. of Section 5; and
(4) Any amounts due the Executive with respect to paragraph c.
or paragraph e. of Section 5 as of the Date of Termination.
c. Termination for Good Reason or Other Than For Cause, Disability,
Death or Retirement. In the event the Executive's employment hereunder
is terminated other than by reason of the Executive's death, Disability
or Retirement, and (A) by action of the Executive coincident with,
following, or prior to a Change in Control and for Good Reason, or (B)
by action of the Bank coincident with, following or prior to a Change
in Control and other than for Cause, the Bank shall pay and provide the
Executive the compensation and benefits stipulated under subparagraph
b. immediately above; provided, however, in addition thereto and
without setoff, the following compensation shall be paid and provided
the Executive:
For the remaining Term of this Agreement, (i) the Bank shall continue
to pay to the Executive the Base Salary provided for in Section 5.a.
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above (at the Executive's Base Salary rate provided for in that Section
immediately prior to the Date of Termination) and, (ii) at its sole
cost and expense, the Bank will continue to provide the Executive with
the insurance coverages he would have had had he remained as an
employee of the Bank or with insurance coverages substantially
equivalent thereto, or, at the Bank's request (and so long as such
coverage reasonably can be obtained by the Executive himself), the
Executive will obtain substantially equivalent insurance coverages from
insurance companies chosen by him and the Bank promptly will reimburse
Executive for premium costs actually incurred by him from time to time
for the same. If termination pursuant to this section c. shall occur
during the last twelve months of the term of this Agreement, the
Executive shall be entitled to receive the Base Salary pursuant to
section 5a. and the insurance benefits discussed immediately above for
a period of twelve months subsequent to such termination. The Base
Salary shall continue to be payable in equal installments in arrears on
the last day of the month; provided, however if the payment under this
section, either alone or together with other payments which the
Executive has the right to receive from the Bank, would constitute a
"parachute payment" (as defined in Section 280G of the Internal Revenue
Code of 1986, as amended (the "Code"), such severance payment shall be
reduced to the largest amount as will result in no portion of the
severance payment under this Section 6 being subject to the excise tax
imposed by Section 4999 of the Code or the disallowance of a deduction
to the Bank under Section 280G(a) of the Code.
7. Confidentiality.
a. The Executive recognizes that his activities on behalf of the Bank
require considerable responsibility and trust. Relying on the ethical
responsibilities and undivided loyalty of the Executive, the Bank has
and will and Anchor and its Subsidiaries will in the future entrust the
Executive with highly sensitive confidential, restricted and
proprietary information involving Confidential Information (as defined
below).
b. For the purposes of this Agreement, "Confidential Information" means
any data or information, that is material to the Bank, Anchor or the
subsidiaries of Anchor, and not generally known by the public. To the
extent consistent with the foregoing definition, Confidential
Information includes (without limitation):
i. the sales records, circulation, profit and
performance reports, pricing manuals, training
manuals, selling and pricing procedures, financing
methods of the Bank, Anchor or the Subsidiaries of
Anchor, and all other business records of the Bank,
Anchor or the Subsidiaries of Anchor.
ii. the identities of the customers of the Bank, Anchor
or the Subsidiaries of Anchor, their specific
demands, and their current and anticipated
requirements for the products of the Bank, Anchor or
the Subsidiaries of Anchor.
iii. the business plans and internal financial statements
and projections of the Bank, Anchor or the
Subsidiaries of Anchor; and
iv. the specifics of any specialized products or services
of the Bank, Anchor or the Subsidiary of Anchor may
offer or provide to its customers.
The Executive recognizes the proprietary and sensitive nature of the
Bank, Anchor and its Subsidiaries' Confidential Information. The
Executive agrees to abide by all of the Bank and Anchor's rules and
procedures designed to protect their Confidential Information and to
preserve and maintain all such information in strict confidence during
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the Executive's engagement with the Bank and as long thereafter as the
Confidential Information remains, in the sole opinion of the Bank,
Anchor and its Subsidiaries, proprietary and confidential to the Bank,
Anchor and its Subsidiaries. The Executive agrees not to use, disclose
or in any other way use or disseminate any Confidential Information to
any person not properly authorized by the Bank, Anchor or the
Subsidiaries of Anchor.
8. Return of Materials. Upon the request of the Bank, and in any event, upon the
termination of the Executive's employment, the Executive must return to the
Bank, Anchor or the Subsidiaries of Anchor and leave at the disposal of the
Bank, Anchor or the Subsidiaries of Anchor, all memoranda, notes, records, and
other documents pertaining to the business of the Bank, Anchor and the
Subsidiaries of Anchor, or the Executive's specific duties for such entities
(including all copies of such materials). The Executive must also return to the
Bank, Anchor and the Subsidiaries of Anchor, and leave at the disposal of the
Bank, Anchor and the Subsidiaries of Anchor, all materials involving any
Confidential Information of the respective entities.
9. Implementation.
a. The covenants contained herein shall be construed as covenants
independent of one another, and as obligations distinct from any other
contract between the Executive and the Bank. Any claim the Executive
may have against the Bank shall not constitute a defense to enforcement
by the Bank of this Agreement.
b. The covenants made by the Executive herein shall survive termination
of the Executive's employment, regardless of who causes the termination
and under what circumstances.
10. Restrictive Covenant. In consideration of the Bank's employment of the
Executive, the Executive agrees that in addition to any other limitation, for a
period of twelve (12) months after the termination of his employment hereunder,
the termination of this Agreement or the completion of Base Salary payments
pursuant to section 6.c. above, whichever is later, he will not, within a
twenty-five (25) mile radius of Myrtle Beach, South Carolina (or any office of a
Subsidiary of Anchor, if Executive should be employed by and located at a
Subsidiary of Anchor other than in Myrtle Beach, South Carolina), manage,
operate or be employed by, participate in, or be connected in any manner with
the management, operation, or control of any banking business or savings and
loan business or financial services business. The Executive further agrees,
regardless of the circumstances of the termination of employment, that for a
period of twelve (12) months after the termination of his employment hereunder,
the termination of this Agreement or the completion of Base Salary payments
pursuant to section 6.c. above, he will not solicit the business or patronage,
directly or indirectly, from any customers of the Bank (or any other office of a
Subsidiary of Anchor if Executive should have been employed by and located at
such office) and the Executive will not seek to or assist others to persuade any
employee of the Bank engaged in similar work or related to the Bank's work to
discontinue employment with the Bank or seek employment or engage in any
business of the Bank. Furthermore, the Executive will not communicate to any
person, firm or corporation any information related to customer lists, prices,
secrets or other Confidential Information which he might from time to time
acquire with respect to the business of the Bank, Anchor, or its Subsidiaries,
or any of their affiliates. The Executive agrees to disclose the contents of
this Agreement to any subsequent employer for a period of twelve (12) months
following termination of his employment hereunder, the termination of this
Agreement or completion of Base salary payments pursuant to 6.c. above,
whichever is later.
11. Remedies for Breach of Employment Contract. Irreparable harm shall be
presumed if the Executive breaches any covenant of this Agreement. The faithful
observance of all covenants in this Agreement is an essential condition to the
Executive's employment, and the Bank, Anchor and the Subsidiaries of Anchor are
depending upon absolute compliance. Damages would
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probably be very difficult to ascertain if the Executive breached any covenant
in this Agreement. This Agreement is intended to protect the proprietary rights
of the Bank, Anchor and the Subsidiaries of Anchor in many important ways. In
light of these facts, the Executive agrees that any court of competent
jurisdiction should immediately enjoin any breach of this Agreement, upon the
request of the Bank, Anchor and the Subsidiaries of Anchor, and the Executive
specifically releases the Bank, Anchor, and the Subsidiaries of Anchor, from the
requirement to post any bond in connection with a temporary or interlocutory
injunctive relief, to the extent permitted by law.
12. Withholding. Any provision of this Agreement to the contrary
notwithstanding, all payments made by the Bank hereunder to the Executive or his
estate or beneficiaries shall be subject to the withholding of such amounts, if
any, relating to tax and other payroll deductions as the Bank may reasonably
determine should be withheld pursuant to any applicable law or regulation. In
lieu of withholding such amounts, the Bank may accept other provisions to the
end that they have sufficient funds to pay all taxes required by law to be
withheld in respect of any or all such payments.
13. Notices. All notices, requests, demands and other communications provided
for by this Agreement shall be in writing and shall be sufficiently given if and
when mailed in the continental United States by registered or certified mail, or
personally delivered to the party entitled thereto, at the address stated below
or to such changed address as the addressee may have given by a similar notice:
To the Bank: Chairman of the Board
Anchor Financial Corporation
0000 Xxx Xxxxxx
Xxxxxx Xxxxx, Xxxxx Xxxxxxxx 00000
with copy to: Xxx X. Xxxxxxxx
Xxxxxxx & XxXxxxxx, P.C.
000 Xxxxxxxx Xxxx, Xxxxx 000
Xxxxxxx, Xxxxxxxxx 00000
To the Executive: Xxxxxx X. Coffee, Jr.
-----------------------------------
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14. Successors; Binding Agreement. This Agreement shall inure to the benefit of
and be enforceable by the Executive's personal or legal representatives,
executors, administrators, successors, heirs, distributees, devisees and
legatees. If the Executive should die while any amount would still be payable to
him hereunder if he had continued to live, all such amounts, except to the
extent otherwise provided under this Agreement, shall be paid in accordance with
the terms of this Agreement to his devisee, legatee or other designee, or if
there be no such designee, to the Executive's estate.
15. Modification, Waiver or Discharge. No provision of this Agreement may be
modified, waived or discharged unless such waiver, modification or discharge is
agreed to in writing signed by the executive and an authorized officer of the
Bank. No waiver by either party hereto at any time of any breach by the other
party hereto of, or compliance with, any condition or provision of this
Agreement to be performed by such other party shall be deemed a waiver of
similar or dissimilar provisions or conditions at the same or at any prior or
subsequent time. No agreements or representations, oral or otherwise, express or
implied, with respect to the subject matter hereof have been made by either
party which are not expressly set forth in this Agreement; provided, however,
that this Agreement shall not supersede or in any way limit the right, duties or
obligations that the Executive or the Bank may have under any other written
agreement between such parties, under any employee pension benefit plan or
employee welfare benefit plan as defined under the Employee Retirement Income
Security Act of 1974, as amended, and maintained by the
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Bank, or under any established personnel practice or policy applicable to the
Executive.
16. Governing Law. The validity, interpretation, construction and performance of
this Agreement shall be governed by the laws of the State of South Carolina. Any
arbitration, proceeding or litigation pertaining to this Agreement shall be
located in Horry County, South Carolina or such other location as determined by
the Bank.
17. Validity. The invalidity or unenforceability of any provision of this
Agreement shall not effect the validity or enforceability of any other provision
of this Agreement, which latter shall remain in full force and effect.
18. Miscellaneous.
a. No Right of Set-off, Etc. There shall be no right of set-off or
counterclaim, in respect of any claim, debt or obligation against any
payments to the Executive, his beneficiaries or estates provided for in
this Agreement.
b. No Adequate Remedy At Law. The Bank and the Executive recognize that
each party will have no adequate remedy at law for breach by the other
of any of the agreements contained herein and, in the event of any such
breach, the Bank and the Executive hereby agree and consent that the
other shall be entitled to decree of specific performance, mandamus, or
other appropriate remedy to enforce performance of such agreements.
c. Non-Assignability. No right, benefit, or interest hereunder shall be
subject to anticipation, alienation, sale, assignment, encumbrance,
charge, pledge, hypothecation, or setoff in respect of any claim, debt
or obligation, or to execution, attachment, levy or similar process, or
assignment by operation of law. Any attempt, voluntary or involuntary,
to effect any action specified in the immediately preceding sentence
shall, to the full extent permitted by law, be null, void and of no
effect. Any of the foregoing to the contrary notwithstanding, this
provision shall not preclude the Executive from designating one or more
beneficiaries to receive any amount that may be payable after his
death, and shall not preclude the legal representative of the
Executive's estate from assigning any right hereunder to the person or
persons entitled thereto under his will or, in the case of intestacy
applicable to his estate.
19. Enforcement of Agreement; Attorneys' Fees. In the event litigation is
commenced by the Executive against the Bank in seeking to obtain or enforce any
right, benefit or payment under this Agreement or to enforce any obligation of
the Bank described herein, then, provided the Executive shall prevail in such
litigation, the Bank shall be obligated to pay all reasonable expenses
(including without limitation all reasonable attorneys' fees and court costs)
paid or incurred by the Executive in connection with such litigation.
20. Counterparts. This Agreement may be executed in one or more counterparts,
each of which shall be deemed to be an original, but of which together will
constitute one and the same instrument.
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IN WITNESS WHEREOF, the Executive, Anchor and the Bank (by action of
its duly authorized officer) have executed this Agreement on the date first
above written.
THE ANCHOR BANK
ATTEST: /s/ By: /s/
Name:______________________________
Title:_____________________________
EXECUTIVE
ATTEST: /s/ /s/
___________________________________
Xxxxxx X. Coffee, Jr.
THIS AGREEMENT SUPERCEDES ANY AND ALL PREVIOUS EXECUTIVE EMPLOYMENT AGREEMENTS
BETWEEN ANCHOR AND THE EXECUTIVE.
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