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EXHIBIT 10(CC)
AMENDMENT NO. 1 TO THE AMENDED AND RESTATED AGREEMENT
AS OF APRIL 17, 0000 XXXXXXX XXXXXXX X. XXXXX AND
UNION PLANTERS CORPORATION
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EXHIBIT 10(CC)
AMENDMENT NO. 1 TO THE AMENDED AND RESTATED
EMPLOYMENT AGREEMENT AS OF APRIL 17, 1997
WHEREAS, Union Planters Corporation ("UPC") and Xxxxxxx X. Xxxxx
("Officer") have entered into the Employment Agreement Amended and Restated as
of April 17, 1997 ("Agreement"); and
WHEREAS, the Board of Directors elected Xxxxxxx X. Xxxxx as Chairman
and Chief Executive Officer on September 18, 2000 and have approved this
Amendment No. 1 to Sections 2.1 and 2.2 of the Agreement; and
WHEREAS, the Salary and Benefits Committee of the Board of Directors
has approved this Amendment No.1 to Section 3.1 of the Agreement.
NOW, THEREFORE, the Agreement is hereby amended to read as follows:
2.1 General Duties. Officer shall serve UPC as Chairman of the
Board and Chief Executive Officer, and as an executive officer
of any subsidiary of UPC to which he may be elected. Officer
shall also be a member of the Board of Directors of UPC, and
Bank and such other Boards of subsidiaries to which he may be
elected. He shall also be a member of the Executive Committee
of UPC and Bank, and such other committees of the Boards of
UPC, Bank and subsidiaries to which he may be appointed. He
shall perform such duties and responsibilities as are
customarily performed by persons acting in such capacities.
2.2 Extent of Service. During the term hereof, Officer agrees to
devote substantially his entire time, attention and skill to
the performance of his duties as Chairman of the Board and
Chief Executive Officer of UPC. UPC recognizes that Officer
serves on several civic and corporate boards and that such
service does not conflict with the duties outlined above.
3.1 Annual Base Salary. UPC shall pay Officer, and Officer shall
accept from UPC, in full payment for Officer's services
hereunder, an annual base salary in the minimum amount of Six
Hundred and Fifty Thousand Dollars ($650,000.00), payable
twice monthly in periodic equal installments during the year,
which annual base salary shall be reviewed at least annually
and may be increased from time to time as determined by the
Board of Directors of UPC.
IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 1
to the Amended and Restated Employment Agreement as of April 17, 1997, this 26th
day of September, 2000.
Attest: UNION PLANTERS CORPORATION
/s/ X. X. House, Jr. /s/ Xxxxx X. Xxxxx
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X.X. House, Jr. Xxxxx X. Xxxxx
Title: Senior Executive Vice President & CFO
/s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx, President and COO
Approved and Acknowledged:
UNION PLANTERS CORPORATION
SALARY AND BENEFITS COMMITTEE
By: /s/ Xxxxxx X. Xxxxx
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Xxxxxx X. Xxxxx, Chairman
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