Exhibit 10.2
RIDGESTONE BANK
SPLIT DOLLAR AGREEMENT
THIS AGREEMENT is made and entered into this 20th day of October, 1998 by
and between Ridgestone Bank (the "Company"), and Xxxx Xxxxxx.
INTRODUCTION
WHEREAS, in recognition of the fact that Xxxx Xxxxxx ("Executive") has
contributed substantially to the success of the Company, the Company, as a
fringe benefit, is willing to divide the death proceeds of a life insurance
policy on the Executive's life. The Company will pay life insurance premiums
from its general assets.
Article 1
General Definitions
The following terms shall have the meanings specified:
1.1 "Insured" means the Executive.
1.2 "Insurer" means Transamerica Assurance Company.
1.3 "Normal Retirement Date" means the Executive attaining age 70.
1.4 "Policy" means insurance policy number 5033948 issued by the Insurer.
1.5 "Termination of Employment" means the Executive's ceasing to be
employed by the Company for any reason whatsoever, voluntary or
involuntary, other than by reason of an approved leave of absence.
Article 2
Policy Ownership/Interests
2.1 Company Ownership. The Company is the sole owner of the Policy and
shall have
the right to exercise all incidents of ownership. The Company shall be the
direct beneficiary of an amount of death proceeds equal to the greater of (1)
the cash surrender value of the policy, or (2) the aggregate premiums paid on
the Policy by the Company less any outstanding indebtedness to the Insurer.
2.2 Beneficiaries Interest. The Executive shall have the right to designate
a beneficiary to receive $480,000 of the net life insurance proceeds (the
"Beneficiary"). The Executive shall also have the right to elect and change
settlement options that may be permitted.
2.3 Option to Purchase. The Company shall not sell, surrender or transfer
ownership of the policy while this Agreement is in effect without first giving
the Executive or it=s transferee, the option to purchase the Policy for a period
of sixty (60) days from written notice of such intention. The purchase price
shall be an amount equal to the cash surrender value of the Policy. This
provision shall not impair the right of the Company to terminate this Agreement.
Article 3
Premiums
3.1 Premium Payment. The Company shall pay any premiums due on the Policy.
3.2 Imputed Income. The Company shall impute income to the Executive in an
amount equal to the current term rate for the Executive's age multiplied by the
aggregate death benefit payable to the Executive's beneficiary. The "current
term rate" is the minimum amount required to be imputed under Revenue Rulings
64-328 and 66-110, or any subsequent applicable authority.
Article 4
Assignment
The Executive may assign without consideration all interests in the Policy
and in this Agreement to any person, or entity. In the event the Executive shall
transfer all of it's interest
in the Policies, then all of the Executive's interest in the Policies and in the
Agreement shall be vested in it=s transferee, who shall be substituted as a
party hereunder, and the Executive shall have no further interest in the Policy
or in this Agreement.
Article 5
Insurer
The Insurer shall be bound only by the terms of the Policy. Any payments
the Insurer makes or actions it takes in accordance with the Policy shall fully
discharge it from all claims, suits and demands of all entities or persons. The
Insurer shall not be bound by or be deemed to have notice of the provisions of
this Agreement.
Article 6
Claims Procedure
6.1 Claims Procedure. The Company shall notify the Beneficiary in writing,
within ninety (90) days of its written application for benefits, of its
eligibility or noneligibility for benefits under this Agreement. If the Company
determines that the Executive or its assignee, is not eligible for benefits or
full benefits, the notice shall set forth (1) the specific reasons for such
denial, (2) a specific reference to the provisions of this Agreement on which
the denial is based, (3) a description of any additional information or material
necessary for the claimant to perfect his or her claim, and a description of why
it is needed, and (4) an explanation of this Agreement's claims review procedure
and other appropriate information as to the steps to be taken if the Executive
or it=s assignee wishes to have the claim reviewed. If the Company determines
that there are special circumstances requiring additional time to make a
decision, the Company shall notify the Executive or its assignee of the special
circumstances and the date by which a decision is expected to be made, and may
extend the time for up to an additional ninety-day period.
6.2 Review Procedure. If the Executive or its assignee is determined by the
Company not to be eligible for benefits, or if the Executive or its assignee
believes that he or she is
entitled to greater or different benefits, the Executive or its assignee shall
have the opportunity to have such claim reviewed by the Company by filing a
petition for review with the Company within sixty (60) days after receipt of the
notice issued by the Company. Said petition shall state the specific reasons
which the Executive or its assignee believes entitle him or her to benefits or
to greater or different benefits. Within sixty (60) days after receipt by the
Company of the petition, the Company shall afford the Executive or its assignee
(and counsel, if any) an opportunity to present his or her position to the
Company orally or in writing, and the Executive or its assignee (or counsel)
shall have the right to review the pertinent documents. The Company shall notify
the Executive or its assignee of its decision in writing within the sixty-day
period, stating specifically the basis of its decision, written in a manner
calculated to be understood by the Executive or its assignee and the specific
provisions of this Agreement on which the decision is based. If, because of the
need for a hearing, the sixty-day period is not sufficient, the decision may be
deferred for up to another sixty-day period at the election of the Company, but
notice of this deferral shall be given to the Executive or its assignee.
Article 7
Amendments and Termination
The Company may amend this Agreement at any time prior to the Executive's death
only with written consent of the Executive. Either party may terminate this
Agreement at any time prior to the Executive's death by written notice to the
other party. This agreement will automatically terminate upon the earlier to
occur of the Executive's Termination of Employment (other than as a result of
Executive's death) or the Executive's Normal Retirement Date.
Article 8
Miscellaneous
8.1 Binding Effect. This Agreement shall bind the Executive and the
Company, their beneficiaries, survivors, executors, administrators and
transferees, successors and assigns, and any Policy beneficiary.
8.2 No Guaranty of Employment. This Agreement is not an employment policy
or contract. It does not give the Executive the right to remain an employee of
the Company, nor does it interfere with the Company's right to discharge the
Executive. It also does not require the Executive to remain an employee nor
interfere with the Executive's right to terminate employment at any time.
8.3 Applicable Law. The Agreement and all rights hereunder shall be
governed by and construed according to the laws of Wisconsin, except to the
extent preempted by the laws of the United States of America.
8.4 Notice. Any notice, consent or demand required or permitted to be given
under the provisions of this Split Dollar Agreement by one party to another
shall be in writing, shall be signed by the party giving or making the same, and
may be given either by delivering the same to such other party personally, or by
mailing the same, by United States certified mail, postage prepaid, to such
party, addressed to his/her last known address as shown on the records of the
Company. The date of such mailing shall be deemed the date of such mailed
notice, consent or demand.
IN WITNESS WHEREOF, the parties have executed this Agreement the day and
year first above written.
EXECUTIVE: COMPANY:
Xxxx Xxxxxx Ridgestone Bank
By: /s/ Xxxx Xxxxxx By: /s/ Xxxxxxx X. Xxxxx
Title: Vice President, Cashier and Controller
