DEFERRED INCOME AGREEMENT DEAN H. HESS CHAPIN STATE BANK CHAPIN, ILLINOIS JULY 1, 1982
Exhibit 10.14
XXXX
X. XXXX
XXXXXX
STATE BANK
CHAPIN,
ILLINOIS
JULY
1, 1982
DIRECTOR’S COMPENSATION
AGREEMENT
This
Agreement is entered into this first day of July, 1982, between CHAPIN STATE
BANK, X.X. Xxx 000, Xxxxxx, Xxxxxxxx 00000 (herein referred to as the
“Bank”) and XXXX X. XXXX, R.R. #1, Xxxxxxxxxxxx, Xxxxxxxx 00000
(herein referred to as the “Director”).
WITNESSETH
WHEREAS, the Bank recognizes
that the competent and faithful efforts of the Director on behalf of the Bank
have contributed significantly to the success and growth of the Bank;
and
WHEREAS, the Bank values the
efforts, abilities and accomplishments of the Director and recognizes that his
services are vital to its continued growth and profits in the future;
and
WHEREAS, the Bank desires to
compensate the Director and retain his services for five years, if elected, to
serve on the Board of Directors. Such compensation is set forth
below; and
WHEREAS, the Director, in
consideration of the foregoing, agrees to continue to serve as a Director, if
elected,
NOW, THEREFORE, it is mutually
agreed as follows:
1. Compensation. The
Bank agrees to pay Director the total sum of $95,400 payable in monthly
installments of $795 for 120 consecutive months, commencing on the first day of
the month following Director’s 65th
birthday. Payments to the Director will terminate when the 120
payments have been made or at the time of the Director’s death, whichever comes
first.
2. Death of Director Before Age
65. In the event Director should die before reaching age 65,
the Bank agrees to pay to Director’s beneficiary designated in writing to the
Bank, the sum of $795 per month for 120 consecutive months. Payments
will begin on the first day of the month following Director’s
death.
3. Death of Director After Age
65. If the Director dies after age 65 prior to receiving the
full 120 monthly installments, the remaining monthly installments will be paid
to the Director’s designated beneficiary(ies). The beneficiary(ies)
shall receive all remaining monthly installments which the Director would have
received until the total sum of $95,400 set forth in paragraph “1” is
paid. If the Director fails to designate a beneficiary in writing to
the Bank, the balance of monthly installments remaining at the time of his death
shall be paid to the legal representative of the estate of the
Director.
4. Termination of Service as a
Director. If the Director, for any reason other than death,
fails to serve five consecutive years as a Director, he will receive monthly
compensation beginning at age 65 on the basis that the number of full months
served bears to the required number of 60 months times the compensation stated
in paragraph “1”. For example, if the Director serves only 36 months,
he will be entitled to 36/60 or 60% of the compensation stated in paragraph
“1”.
5. Suicide. No
payments will be made to the Director’s beneficiary(ies) or to his estate in the
event of death by suicide during the first three years of this
agreement.
6. Status of
Agreement. This agreement does not constitute a contract of
employment between the parties, nor shall any provision of this agreement
restrict the right of the Bank’s Shareholders to replace the Director or the
right of the Director to terminate his service.
7. Binding
Effect. This agreement shall be binding upon the parties
hereto and upon the successors and assigns of the Bank, and upon the heirs and
legal representatives of the Director.
8. Interruption of
Service. The service of the Director shall not be deemed to
have been terminated or interrupted due to his absence from active service on
account of illness, disability, during any authorized vacation or during
temporary leaves of absence granted by the Bank for reasons of professional
advancement, education, health or government service, or during military leave
for any period if the Director is elected to serve on the Board following such
interruption.
9. Forfeiture of Compensation
by Competition. The Director agrees that if after the age of
65 years, he shall compete with this bank by employment in a competing
commercial bank within a radius of five miles of this bank, without the prior
written consent of this bank, he will forfeit compensation provided herein for
those years coinciding with the years of his employment in a competing
bank. If said Director has been discharged from employment by the
directors of the bank following a majority change in the ownership of capital
stock in this bank, then the written permission for competing employment from
the newly elected directors, or a majority thereof, shall not be unfairly
withheld by said newly elected board of directors preventing the Director from
compensation by part-time or full-time employment elsewhere.
10. Assignment of
Rights. None of the rights to compensation under this
Agreement are assignable by the Director or any beneficiary or designee of the
Director and any attempt to anticipate, sell, transfer, assign, pledge, encumber
or change Director’s right to receive compensation, shall be void.
11. Status of Director’s
Rights. The rights granted to the Director of any designee or
beneficiary under this Agreement shall be solely those of the unsecured creditor
of the Bank.
12. Amendment. This
Agreement may be amended only by a written Agreement signed by the
parties.
13. If
the Bank shall acquire an insurance policy or any other asset in connection with
the liabilities assumed by it hereunder, it is expressly understood and agreed
that neither Director nor any beneficiary of Director shall have any right with
respect to, or claim against, such policy or other asset except as expressly
provided by the terms of such policy or in the title to such other
asset. Such policy or asset shall not be deemed to be held under any
trust for the benefit of Director or his beneficiaries or to be held in any way
as collateral security for the fulfilling of the obligations of the Bank under
this Agreement except as may be expressly provided by the terms of such policy
or other asset. It shall be, and remain, a general, unpledged,
unrestricted asset of the Bank.
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14. This
agreement shall be construed under and governed by the laws of the State of
Illinois.
15. Interpretation. Wherever
appropriate in this Agreement, words used in the singular shall include the
plural and the masculine shall include the feminine gender.
IN WITNESS HEREOF, the parties
have signed this Agreement the day and year above written.
| XXXXXX STATE BANK | |||||
| (SEAL) | By: | /s/ Xxxx X. Xxxxxxxx | |||
| XXXX X. XXXXXXXX, PRESIDENT | |||||
| /s/ Xxxxx Xx Xxxxx | /s/ Xxxx X. Xxxx | (SEAL) | |||
| Witness | XXXX X. XXXX, DIRECTOR | ||||
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