SPECIAL RETIREMENT AGREEMENT
Aflac
Incorporated 3rd Quarter 2008 Form 10-Q
EXHIBIT 10.30
THIS SPECIAL RETIREMENT AGREEMENT (“Agreement”) is effective as of the 12th of August, 2008 (the
“Effective Date”), by and between American Family Life Assurance Company of Columbus (“Aflac”) and
Akitoshi Kan (“Kan”).
STATEMENT OF BACKGROUND
WHEREAS, Kan and Aflac enjoyed a mutually beneficial employment relationship during which time Kan
provided invaluable leadership as a senior executive officer; and
WHEREAS, Kan retired from employment and separated from service with Aflac effective as of June 30,
2008 (the “Retirement Date”); and
WHEREAS, in recognition of his years of dedicated service, Aflac desires to provide certain
additional retirement benefits to Kan;
NOW THEREFORE, in consideration of the mutual promises contained in this Agreement and other good
and valuable consideration, the sufficiency of which hereby is acknowledged, Aflac and Kan agree as
follows:
STATEMENT OF AGREEMENT
1. Special Retirement Benefits. In recognition of Kan’s dedication and service to Aflac,
subject to the terms of this Agreement, Aflac will pay Kan the special retirement benefits
described below in this Section.
(a) Lump-Sum Benefit. Kan shall receive a single, lump-sum distribution in the amount of TWO
HUNDRED EIGHTY-SIX THOUSAND FIVE HUNDRED DOLLARS AND NO CENTS ($286,500.00). The lump-sum
payment to Kan under this Section 1(a) will be paid on or before September 1, 2008. The
lump-sum payment under this provision will be subject to all applicable taxes and other
withholdings.
(b) Recurring Benefit. Commencing as of January 1, 2009, Aflac shall pay to Kan as a special
retirement benefit, a monthly amount equal to THREE THOUSAND FOUR HUNDRED FIFTY-NINE DOLLARS AND
SIXTY-FIVE CENTS ($3,459.65) less applicable taxes and other withholdings. The payments under
this provision shall continue for each calendar month through the calendar month in which Kan’s
death occurs, at which time Aflac’s obligation under this Section 1(b) shall automatically
cease; provided, however, that should Kan predecease his spouse, Aflac shall continue
(commencing for the calendar month following the calendar month in which Kan dies) to make
monthly payments to her in
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the amount of ONE THOUSAND SEVEN HUNDRED TWENTY-NINE DOLLARS AND EIGHTY-THREE CENTS ($1,729.83)
through the calendar month in which her death occurs. Upon receipt of notice of Kan’s death (or
his spouse’s death as may be applicable), Aflac shall make any final payment due under this
provision to the appropriate legal estate.
2. Benefits Not Assignable. The special retirement benefits set forth in Section 1 of this
Agreement are intended solely for the benefit of Kan (and his spouse) and are not assignable
without the prior written approval of Aflac, nor shall the same be transferred by operation of law
without Aflac’s written consent. Any such attempted or purported assignment without such prior
written consent shall be voidable at Aflac’s option.
3. No Effect on Other Benefits. The amount and payment of the benefits hereunder shall
have no effect on the amount or payment of any other benefits or other amounts due to Kan from
Aflac.
4. I.R.C. Section 409A. This Agreement documents a legally binding right created on August
12, 2008, by action of the Compensation Committee of the Aflac Board of Directors, and is drafted
so as to comply with Section 409A of the Internal Revenue Code of 1986, as amended (“Section
409A”). Each and every payment made pursuant to this Agreement shall be considered a separate
payment for purposes of Section 409A. To the extent that any provision of this Agreement or any
amount payable to Kan by Aflac or any Aflac plan is deemed to violate Section 409A, the parties
will negotiate in good faith an alternative arrangement that will comply with the requirements of
Section 409A.
5. Miscellaneous.
(a) Governing Law. This Agreement will be governed by and construed under the laws of the State
of Georgia, without regard to choice of laws rules of the State of Georgia.
(b) Counterparts. This Agreement may be executed in counterparts, each of which will be deemed
an original, but all of which together will constitute one and the same instrument.
(c) Effect of Copy. The parties agree that a reproduction (copy) of this executed Agreement
shall have the same legal force and effect as the original executed Agreement. The parties
hereby knowingly and voluntarily waive all evidentiary, procedural and other objections to the
introduction of a copy of this Agreement as evidence in any administrative or legal proceeding.
(d) Headings; References. The headings and captions used in this Agreement are used for
convenience only and are not to be considered in construing or interpreting this Agreement. All
references in this Agreement to sections will, unless otherwise provided, refer to sections
hereof.
(e) Amendments and Waivers. Except as otherwise specified herein, this Agreement may be amended
only with the written consent of Aflac and Kan.
(f) No Third-Party Beneficiaries. Nothing herein, expressed or implied, is intended or xxxx
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be construed to confer upon or give to any person, firm, corporation or legal entity, other than
the parties hereto, any rights, remedies or other benefits under or by reason of this Agreement.
(g) Notices. All notices, communications and deliveries hereunder must be made in writing
signed by or on behalf of the party making the same and must be delivered personally or by
telecopy transmission or electronic network transmission or sent by registered or certified mail
(return receipt requested) or by any national overnight courier service (with postage and other
fees prepaid) as follows:
To Kan:
|
To Aflac: | |
At the address maintained in Aflac’s records from time-to-time. |
Xxxxxx Xxxxx Xxxxxxx Executive Vice President, Corporate Services Aflac Incorporated 0000 Xxxxxxx Xxxx Xxxxxxxx, XX 00000 |
or to such other representative or at such other address of a party as such party hereto may
furnish to the other parties in writing. Any such notice, communication or delivery will be
deemed given or made (i) on the date of delivery if delivered in person (by courier service or
otherwise), (ii) upon transmission by facsimile or electronic network transmission if receipt is
confirmed by telephone, provided transmission is made during regular business hours, or if not,
the next business day, or (iii) on the third business day after it is mailed by registered or
certified mail.
(h) Binding Effect. This Agreement will be for the benefit of, and will be binding upon, Aflac
and Kan and their respective heirs, personal representatives, legal representatives, successors
and assigns.
IN WITNESS WHEREOF, the parties have executed this Agreement on this 18th day of August, 2008,
effective as of the date first above written.
| American Family Life Assurance Company of Columbus (Aflac) |
||
/s/ Akitoshi Kan
|
By: /s/ Xxxxxx X. Xxxx | |
Akitoshi Kan
|
Xxxxxx X. Xxxx Chairman & Chief Executive Officer |
|
/s/ Xxxx X. Xxxx
|
Attest: /s/ Xxxx X. Xxxxxxxxxx | |
Witness
|
Xxxx X. Xxxxxxxxxx General Counsel & Corporate Secretary |
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