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SUPPLEMENTAL DEFINED
COUNTY OF MECKLENBURG CONTRIBUTION PLAN
THIS PLAN is made and entered into effective as of the 31st day of
December, 1999, by and between PARK MERIDIAN BANK, a state banking association
organized under the laws of North Carolina with its principal offices and place
of business in the State of North Carolina (hereinafter referred to as the
"Corporation"), and XXXXX XXXXXXXX, an individual residing in the State of North
Carolina (hereinafter referred to as "the Employee").
W I T N E S S E T H T H A T:
WHEREAS, the Employee is employed by the Corporation;
WHEREAS, the Employee has provided valuable services to the
Corporation;
WHEREAS, the Corporation recognizes the valuable services performed by
the Employee and the benefits that have inured to the Corporation as a result of
such service and wishes to encourage the Employee's continued employment and
service to the Corporation;
WHEREAS, the Employee wishes to be allowed to defer a certain amount of
compensation during the Employee's years of employment to provide additional
means of savings for the Employee and the Employee's family upon the Employee's
retirement from active service with the Corporation, or other termination of
such employment whether by reason of disability, death or otherwise; and
WHEREAS, the parties hereto wish to document the terms and conditions
upon which the Corporation agrees to pay such deferred compensation to the
Employee or the Employee's designated beneficiary after the Employee's
retirement, disability, death or such other termination of employment.
NOW, THEREFORE, in consideration of the Employee's past services and in
consideration of the Employee remaining in its employ until the Employee's
retirement from active service with the Corporation, or other termination of
such employment whether by reason of disability, death or otherwise, and other
good and valuable consideration, the adequacy and sufficiency of which is hereby
acknowledged, the parties hereto agree as follows:
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1. DEFINITIONS
1.1 "Beneficiary" means with respect to the Employee, the person or persons
who are designated to receive payments under the Plan as provided
herein. Such Beneficiary shall be initially designated by the Employee
on the Beneficiary Designation form attached hereto as "Attachment A"
and incorporated herein by reference.
1.2 "Compensation" means all compensation (before required withholdings)
paid or payable by the Corporation to the Employee for services
rendered to the Corporation.
1.3 "Corporation" means PARK MERIDIAN BANK, a state banking association
organized under the laws of North Carolina, or any successor thereto
and its subsidiaries.
1.4 "Death Benefit" means an amount determined as follows:
(a) Ascertain the amount of the Employee's Deferred Benefit
Account as of the date of the Employee's death;
(b) Divide the amount determined in (a), above, by the number of
years remaining in the period for which benefits are to be
paid to the Beneficiary;
(c) Divide the quotient determined in (b), above, by twelve (12).
The result obtained above shall be the Employee's Death Benefit for the
first year for which such Death Benefit is payable. As of each
anniversary of the date on which such benefit is first payable to the
Beneficiary, the Death Benefit shall be recalculated as provided above
in this Section, and shall constitute the Death Benefit for the
following one year period.
1.5 "Deferred Benefit Account" means the account being administered for the
benefit of the Employee under Section 2 of the Plan. Such account shall
consist of deferrals of the Employee's Compensation made pursuant to
the Plan, plus interest on such deferrals, less distributions made to
the Employee or his Beneficiary under the Plan. Such account shall not
actually be funded but shall be a bookkeeping account established on
the Corporation's records.
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1.6 "Deferred Compensation" means the full amount of the Employee's annual
bonus or such other amount of the Employee's Compensation which he
elects to defer under the Plan with the consent of the Corporation. All
deferrals of Compensation under this Plan must be made by December 31st
of the year prior to the year in which services are rendered which
entitle the Employee to such Compensation, or such other time before
the Employee is entitled to receive such Compensation from the
Corporation, and in all events such election must be made by the
Employee before he has performed the services for which such
Compensation is payable. All deferrals of compensation under this Plan
must be made in writing in the form and manner agreed to by the
Employee and the Corporation.
1.7 "Entry Date" means the effective date of the Plan.
1.8 "Employee" means XXXXX XXXXXXXX.
1.9 "Fiscal Year" shall mean the 12 month period beginning on January 1 of
each year.
1.10 "Normal Retirement Benefit" means an amount determined as follows:
(a) Ascertain the amount of the Employee's Deferred Benefit
Account as of the date of such determination;
(b) Divide the amount determined in (a), above, by the number of
years remaining in the period for which benefits are to be
paid to the Employee or his Beneficiary;
(c) Divide the quotient determined in (b), above, by twelve (12).
The result obtained above shall be the Employee's Normal Retirement
Benefit for the first year for which such benefit is payable. As of
each anniversary of the date on which such benefit is first payable to
the Employee or the Beneficiary, the Employee's Normal Retirement
Benefit shall be recalculated as provided above in this Section, and
shall constitute the Employee's Normal Retirement Benefit for the
following one year period.
1.11 "Plan" means the Supplemental Defined Contribution Plan of the
Corporation and its successors as described herein as the same may
hereafter from time to time be amended.
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2. ADMINISTRATION OF ACCOUNT
2.1 Deferrals of Compensation by the Employee pursuant to the Plan shall be
credited to the Employee's Deferred Benefit Account as of the date on
which such Compensation would have been paid to the Employee if the
Employee had not elected to defer the receipt of such Compensation. Any
distribution made to the Employee or the Beneficiary pursuant to the
Plan shall be deducted from the Employee's Deferred Benefit Account as
of the date on which such distribution is made.
2.2 During each Fiscal Year, the Employee's Deferred Benefit Account shall
be credited with interest, compounded daily, as of the last day of such
Fiscal Year.
2.3 The interest rate per annum which shall be credited to the Employee's
Deferred Benefit Account for each Fiscal Year shall be that rate of
return earned for such Fiscal Year by one of the following mutual funds
which shall be selected by the Employee on or before December 31st of
the year prior to the beginning of such Fiscal Year:
(1) Xxxxx Xxxxx Tax-Managed Growth (U.S. Large-Cap Growth);
(2) Xxxxx Xxxxx Tax-Managed Emerging Growth (U.S. Small-Cap Growth);
(3) State Street Research Legacy (U.S. Large-Cap Growth); and
(4) MFS Emerging Growth (U.S. Mid and Large Cap Growth).
The Employee shall make his selection by completing the mutual fund
selection form attached hereto as "Attachment B" and incorporated herein by
reference. If the mutual fund selected by the Employee shall experience a loss
for a relevant Fiscal year, the Employee's Deferred Benefit Account for such
Fiscal Year shall be reduced by the amount of the loss.
3. PAYMENT OF BENEFITS
3.1 Following the termination of the Employee's employment with the
Corporation for any reason other than death, the Corporation will make
a series of payments to the Employee, each such payment to be equal to
the Employee's Normal Retirement Benefit. The first such payment shall
be made on the first day of the month following the termination of the
Employee's employment and the remaining payments shall be made on the
first day of each succeeding month until Sixty (60) payments have been
made. If the Employee dies before all of the payments due to the
Employee have been made, then any remaining payments shall be made to
the Employee's Beneficiary. If the Employee's Beneficiary dies before
all of the
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payments due to the Beneficiary have been made, then any remaining
payments shall be made to the personal representative of the
Beneficiary's estate.
3.2 Following the termination of the Employee's employment with the
Corporation on account of his death, the Corporation will make a series
of payments to such Employee's Beneficiary, each such payment to be
equal to the Employee's Death Benefit. The first such payment shall be
made on the first day of the month following the Employee's death and
the remaining payments shall be made on the first day of each
succeeding month until Sixty (60) payments have been made. If the
Employee's Beneficiary dies before all of the payments due to the
Beneficiary have been made, then any remaining payments shall be made
to the personal representative of the Beneficiary's estate.
3.3 If, at the death of the Employee, there is no properly designated
living Beneficiary, then any payment(s) due under Section 3.1 or 3.2
shall be made to the personal representative of the Employee's estate.
3.4 After the Employee's death, if the Employee's Beneficiary becomes
entitled to receive any payments hereunder she shall have the right,
upon providing Thirty (30) days written notice to the Corporation, to
elect to receive a lump sum payment of the then remaining balance in
the Deferred Benefit Account.
4. RIGHTS AND DUTIES OF EMPLOYEES
4.1 The Employee or any other person shall not have any interest in any
fund or in any specific asset or assets of the Corporation by reason of
this Plan, or for any other reason, or have any right to receive any
distributions under the Plan except as and to the extent expressly
provided under the Plan. The Employee is a general creditor of the
Corporation.
4.2 The Employee shall receive an updated copy of the Plan and shall
receive copies of any amendments to the Plan within ten (10) days after
their adoption.
4.3 No right of the Employee or any Beneficiary to receive payment
hereunder shall be subject to alienation, transfer, sale, assignment,
pledge, attachment, garnishment or encumbrance of any kind. Any attempt
to alienate, sell, transfer, assign, pledge or otherwise encumber any
such payments whether presently or hereafter payable shall be void. No
payment under this Plan shall be subject to debts or liabilities of any
Employee or Beneficiary.
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4.4 Every person receiving or claiming payments under the Plan shall be
presumed to be mentally competent until the date on which the
Corporation receives a written notice in a form and manner acceptable
to the Corporation that such person is incompetent and that a guardian,
conservator or other person legally vested with the interest of his or
her estate has been appointed. If a guardian or conservator of the
estate of any person receiving or claiming payments under the Plan is
appointed, payments under this Plan may be made to such guardian or
conservator provided that the proper proof of appointment and
continuing qualification is furnished in a form and manner acceptable
to the Corporation. Any payments so made shall be a discharge of any
liability of the Corporation for such payments.
4.5 Each person entitled to receive a payment under this Plan, whether the
Employee, Beneficiary, a guardian or otherwise, shall provide the
Corporation with such information it may from time to time deem
necessary or in its best interest in administering the Plan. Any such
person shall also furnish the Corporation with such documents,
evidence, data or other information as the Corporation may from time to
time deem necessary or advisable.
5. DUTIES OF THE PLAN ADMINISTRATOR
5.1 The Plan shall be administered by the Plan Administrator.
5.2 The Plan Administrator may from time to time establish rules and
regulations for the administration of the Plan and adopt standard forms
for such matters as elections, beneficiary designations and
applications for benefits, provided such rules and forms are not
inconsistent with the provisions of the Plan.
5.3 All determinations of the Plan Administrator shall be binding on all
parties. In construing or applying the provisions of the Plan, the
Corporation shall have the right to rely upon a written opinion of
legal counsel, which may be independent legal counsel or legal counsel
regularly employed by the Corporation, whether or not any question or
dispute has arisen as to any distribution from the Plan.
5.4 The Plan Administrator shall be responsible for maintaining books and
records for the Plan.
6. AMENDMENT OR TERMINATION
6.1 The Corporation reserves the right to amend, modify, terminate or
discontinue the Plan at any time. However, no such amendment,
modification, termination or discontinuance shall have the effect of:
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(a) Reducing the then value of the Employee's Deferred Benefit
Account; or
(b) Deferring the time at which benefits shall be paid to the
Employee or the
(c) Employee's Beneficiary pursuant to the Plan.
7. NOT A CONTRACT OF EMPLOYMENT
7.1 This Plan is not a contract of employment between the Employee and the
Corporation. No provision of this Plan restricts the right of the
Corporation to discharge the Employee, or restricts the right of the
Employee to terminate his employment.
8. CLAIMS PROCEDURE
8.1 If a benefit under this Plan is not paid to the Employee or Beneficiary
and such person believes that he or she is entitled to receive it, a
claim shall be made in writing to the Plan Administrator within sixty
(60) days from the date payment was to be made. Such claim shall be
reviewed by the Plan Administrator and the Corporation. If the claim is
denied, in full or in part, the Plan Administrator shall provide
written notice within ninety (90) days setting forth the specific
reasons for denial. The notice shall include specific reference to the
provisions of this Plan upon which the denial is based and any
additional material or information necessary to perfect the claim, if
any. Such written notice shall also indicate the steps to be taken if a
review of the denial is desired.
If the claim is denied and a review is desired, the claimant shall
notify the Plan Administrator in writing within sixty (60) days. A
claim shall be treated as denied if the Plan Administrator does not
take action in the aforesaid ninety (90) day period. In requesting
review, the claimant may review this Plan or any documents relating to
it and submit any written issues and comments he or she may feel
appropriate. In his or her sole discretion the Plan Administrator shall
then review the claim and provide a written decision within sixty (60)
days. This decision likewise shall state the specific provisions of
this Plan on which the decision is based.
The Secretary of the Corporation is hereby designated as the named
fiduciary and Plan Administrator of this Plan.
9. CONSTRUCTION AND EXPENSE
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9.1 Whenever the context so requires, words in the masculine include the
feminine and words in the feminine include the masculine and the
definition of any terms in the singular may include the plural.
9.2 All expenses of administering the Plan shall be paid by the Corporation
unless the Plan provides to the contrary.
9.3 The Plan shall be construed, administered and governed in all respects
under the laws of the State of North Carolina.
[Signatures on Following Page]
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IN WITNESS WHEREOF, the parties hereto have executed this Plan
effective as of the day and year first above written.
"Corporation"
PARK MERIDIAN BANK,
a North Carolina banking association
Attest: By: /s/ Xxxxx X. Xxxxxx (SEAL)
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Xxxxx X. Xxxxxx, Chairman of the
Board of Directors
/s/ Xxxxx Xxxxxxx, III
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Assistant Secretary
[CORPORATE SEAL]
By executing this Plan I hereby accept the invitation to participate in the
Plan. I acknowledge that I have read the Plan, understand its terms, understand
that benefits will be paid pursuant to the Plan only under the specific
circumstances described herein, understand that I am a general creditor of the
Corporation and that I have no interest in specific assets owned by the
Corporation.
"the Employee"
/s/ Xxxxx Xxxxxxxx (SEAL)
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Xxxxx Xxxxxxxx
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ATTACHMENT A
BENEFICIARY DESIGNATION
For purposes of the Plan, I hereby designate the following Beneficiary:
Aleanne X. Xxxxxxxx
/s/ Xxxxx Xxxxxxxx (SEAL)
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Xxxxx Xxxxxxxx, Employee
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ATTACHMENT B
MUTUAL FUND SELECTION
For purposes of the Plan, I hereby designate the following mutual fund
to be used to calculate the interest rate per annum which shall be credited to
my Deferred Benefit Account for each Fiscal Year after the date below.
Date: /s/ Xxxxx Xxxxxxxx (SEAL)
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Xxxxx Xxxxxxxx, Employee
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