Exhibit 10.6
AMENDMENT
TO THE
CHANGE OF CONTROL AGREEMENT
BETWEEN
XXXXXXX X. XXXXXXXXX AND
SIMSBURY BANK & TRUST COMPANY, INC.
WHEREAS, Xxxxxxx X. Xxxxxxxxx (the "Executive") and Simsbury Bank & Trust
Company, Inc. (the "Bank") previously entered into a Change of Control Agreement
dated as of July 30, 1999 (the "Change of Control Agreement"); and
WHEREAS, the Executive and the Bank wish to amend the Change of Control
Agreement as of December 31, 2008 in order to cause that agreement to fully
comply with the requirements of Section 409A of the Internal Revenue Code of
1986, as amended;
NOW, THEREFORE, it is agreed that the Change of Control Agreement is
amended as of December 31, 2008 as follows, and that all other terms and
conditions of the Change of Control Agreement remain unchanged:
1. Section 1(a)(iii) of the Change of Control Agreement is amended by
deleting the last two sentences thereof and replacing them with the
following:
"The amount shall be paid in a lump sum cash payment upon
termination; and"
2. Section 1(e) of the Change of Control Agreement is amended by
adding the following to the end thereof:
"The Indemnification Amount shall be paid to the Executive on or
before the due date for the Executive's federal income tax return
(determined without extensions) on which the excess parachute
payment must be reported."
3. The Change of Control Agreement is amended by adding the following
new Section 6A, following the end of Section 6 thereof:
"6A. Section 409A Delay. Notwithstanding anything else herein to
the contrary, any payments due hereunder as a result of the
termination of the Executive's employment may be delayed until a
date no later than six months following such termination of
employment, if such delay is determined by the Bank to be
necessary in order to comply with the requirements of Section
409A of the Internal Revenue Code. In the event that any payments
are so delayed, the Bank shall credit simple interest of 5% on
such delayed payments."
Simsbury Bank and Trust Company Xxxxxxx X. Xxxxxxxxx
_/S/____________________________ __/S/___________________
By: Xxxxxx X. Xxxxx