First Farmers & Merchants Corp Sample Contracts

EXHIBIT INDEX FIRST FARMERS AND MERCHANTS CORPORATION Exhibit Number Title or Description (2) Agreement and Plan of Merger AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER, dated as of December 14, 2000, among FIRST FARMERS AND MERCHANTS...
Agreement and Plan of Merger • May 17th, 2001 • First Farmers & Merchants Corp • State commercial banks • Tennessee
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ARTICLE I THE MERGER
Agreement and Plan of Merger • December 17th, 1998 • First Farmers & Merchants Corp • State commercial banks • Tennessee
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ARTICLE 1.
Executive Salary Continuation Agreement • December 17th, 1998 • First Farmers & Merchants Corp • State commercial banks
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FIRST FARMERS & MERCHANTS BANK GROUP TERM CARVE-OUT PLAN
First Farmers & Merchants Corp • March 13th, 2009 • State commercial banks • Tennessee

THIS PLAN, hereby made effective this 27th day of March, 2007 (the “Effective Date”), by and between First Farmers and Merchants Bank, state-chartered bank located in Columbia; Tennessee (the “Bank”), and the Participant (the “Participant”) selected to participate in this Plan, intending, to be legally bound hereby.

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FIRST FARMERS AND MERCHANTS BANK DIRECTOR DEFERRED COMPENSATION AGREEMENT
First Farmers and Merchants Bank Director Deferred Compensation Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks • Tennessee

This Director Deferred Compensation Agreement (the “Agreement”) is adopted this day of , by and between First Farmers and Merchants Bank, a state-chartered bank located in Columbia, Tennessee (the “Bank”), and (the “Director”) and is effective as of the day of .

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FIRST FARMERS AND MERCHANTS CORPORATION DIRECTOR DEFERRED COMPENSATION AGREEMENT
First Farmers and Merchants Corporation Director Deferred Compensation Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks • Tennessee

This Director Deferred Compensation Agreement (the “Agreement”) is adopted this day of , by and between First Farmers and Merchants Corporation, a Company located in Columbia, Tennessee (the “Company”), and (the “Director”) and is effective as of the day of .

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NONSTANDARDIZED ADOPTION AGREEMENT PROTOTYPE PROFIT-SHARING PLAN Sponsored by First Farmers & Merchants National Bank
Nonstandardized Adoption Agreement • July 19th, 2004 • First Farmers & Merchants Corp • State commercial banks

The Employer named below hereby establishes a Profit-Sharing Plan for eligible Employees as provided in this Adoption Agreement and the accompanying Basic Plan Document #01.

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FIRST FARMERS AND MERCHANTS CORPORATION AMENDED AND RESTATED DIRECTOR DEFERRED COMPENSATION AGREEMENT
Director Deferred Compensation Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks • Tennessee

THIS AMENDED & RESTATED Director Deferred Compensation Agreement (the “Agreement”) is adopted this day of , by and between First Farmers and Merchants Corporation, a Tennessee corporation located in Columbia, Tennessee (the “Corporation”), and (the “Director”) and is effective as of the day of .

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FIRST AMENDMENT TO THE FIRST FARMERS AND MERCHANTS BANK DIRECTOR DEFERRED COMPENSATION AGREEMENT DATED JULY 18, 2006 FOR THOMAS RANDALL STEVENS
Compensation Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks

THIS FIRST AMENDMENT is adopted this 5th day of January, 2007, by First Farmers and Merchants Bank, a state-chartered commercial bank located in Columbia, Tennessee (the “Bank”).

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MEMORANDUM OF UNDERSTANDING
Memorandum of Understanding • March 14th, 2008 • First Farmers & Merchants Corp • State commercial banks

This Memorandum of Understanding is entered into this the 30th day of April, 2005, among WAYMON L. HICKMAN (“Hickman”), FIRST FARMERS & MERCHANTS NATIONAL BANK (“Bank”), and FIRST FARMERS & MERCHANTS CORPORATION (“Corporation”).

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FIRST FARMERS AND MERCHANTS BANK AMENDED AND RESTATED DIRECTOR DEFERRED COMPENSATION AGREEMENT
Director Deferred Compensation Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks • Tennessee

THIS AMENDED & RESTATED Director Deferred Compensation Agreement (the “Agreement”) is adopted this day of , by and between First Farmers and Merchants Bank, a state-charted commercial bank located in Columbia, Tennessee (the “Bank”), and (the “Director”) and is effective as of the day of .

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FIRST FARMERS AND MERCHANTS NATIONAL BANK DIRECTOR SPLIT DOLLAR AGREEMENT
Director Split Dollar Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks • Tennessee

THIS AGREEMENT is made effective this day of (the “Effective Date”), by and between First Farmers and Merchants National Bank (the “Bank”), a national banking association located in Columbia, Tennessee and (the “Director”). This Agreement shall append the Split Dollar Endorsement entered into on , 2002, by and between the aforementioned parties, intending to be legally bound hereby.

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AMENDMENT TO THE NONSTANDARDIZED PROFIT-SHARING PLAN ADOPTION AGREEMENT #005
Adoption Agreement • July 19th, 2004 • First Farmers & Merchants Corp • State commercial banks
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AMENDMENT TO THE ADOPTION AGREEMENT FOR THE FINAL AND TEMPORARY MINIMUM DISTRIBUTION RULES OF CODE SECTION 401(a)(9)
First Farmers & Merchants Corp • July 19th, 2004 • State commercial banks

Except as otherwise noted, effective as of the first day of the first Plan Year beginning after December 31, 2001, on the Adoption Agreement the section entitled "Distribution Options" is amended by adding the following new section to the Adoption Agreement.

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FIRST FARMERS AND MERCHANTS CORPORATION DIRECTOR DEFERRED COMPENSATION AGREEMENT
Director Deferred Compensation Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks • Tennessee

This Director Deferred Compensation Agreement (the “Agreement”) is adopted this 5th day of March, 2008, by and between First Fanners and Merchants Corporation, a Tennessee corporation located in Columbia, Tennessee (the “Company”), and Tim E. Pettus (the “Director”) and is effective as of the 5th day of March, 2008.

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SETTLEMENT AND GENERAL RELEASE AGREEMENT
Settlement and General Release Agreement • May 11th, 2015 • First Farmers & Merchants Corp • State commercial banks • Tennessee

THIS SEVERANCE AGREEMENT AND GENERAL RELEASE ("the Agreement") is made and entered into by and between Patricia Bearden (hereinafter Employee") and First Farmers & Merchants Bank (hereinafter "the Company') with respect to the end of Employee's employment with the Company.

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EXECUTIVE SALARY CONTINUATION AGREEMENT
Executive Salary Continuation Agreement • July 19th, 2004 • First Farmers & Merchants Corp • State commercial banks

THIS AGREEMENT, made and entered into this first day of December, 1992, by and between First Farmers and Merchants National Bank, a Bank organized and existing under the laws of the State of Tennessee, (hereinafter called the Bank), and Waymon L. Hickman (hereinafter called the Executive).

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FIRST AMENDMENT TO THE FIRST FARMERS AND MERCHANTS CORPORATION AMENDED AND RESTATED DIRECTOR DEFERRED COMPENSATION AGREEMENT
Director Deferred Compensation Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks

This Amendment, made and entered into this 18 day of December, 2007, by and between First Farmers and Merchants Corporation, a Tennessee corporation organized and existing under the laws of the State of Tennessee, (hereinafter referred to as the “Corporation”), and John P. Tomlinson, III, a Director of the Corporation, (hereinafter referred to as the “Director”), shall effectively amend the Amended and Restated Director Deferred Compensation Agreement as follows:

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AMENDMENT TO THE FIRST FARMERS AND MERCHANTS NATIONAL BANK DIRECTOR SPLIT DOLLAR AGREEMENT
Director Split Dollar Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks

THIS AMENDMENT, made and entered into this day of , by and between First Farmers and Merchants Bank, successor in interest to First Farmers and Merchants National Bank, a bank organized and existing under the laws of the State of Tennessee (hereinafter referred to as the “Bank”), and , a Director of the Bank (hereinafter referred to as the “Director”), shall effectively amend the First Farmers and Merchants National Bank Director Split Dollar Agreement dated (hereinafter referred to as the “Agreement”) as specifically set forth herein. Pursuant to Article 8 of the Agreement, the Bank and the Director hereby adopt the following amendment:

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CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • May 1st, 2015 • First Farmers & Merchants Corp • State commercial banks

If a “Change of Control” occurs within two (2) years of the date of this agreement and employee is terminated without just cause within two (2) years after the occurrence of a “Change of Control” (as defined below), Employee shall be entitled to compensation as follows:

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MEMORANDUM OF UNDERSTANDING
Memorandum of Understanding • July 19th, 2004 • First Farmers & Merchants Corp • State commercial banks

This Memorandum of understanding is entered into this 17th day of June 2002, among WAYMON L. HICKMAN ("Hickman"), FIRST FARMERS & MERCHANTS NATIONAL BANK ("Bank"), and FIRST FARMERS & MERCHANTS CORPORATION ("Corporation").

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MEMORANDUM OF UNDERSTANDING
Memorandum of Understanding • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks

This Memorandum of Understanding is entered into this the 8th day of April, 2008 among WAYMON L. HICKMAN (“Hickman”), FIRST FARMERS AND MERCHANTS BANK (“Bank”), and FIRST FARMERS AND MERCHANTS CORPORATION (‘Corporation”),

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FIRST FARMERS & MERCHANTS BANK LIFE INSURANCE ENDORSEMENT METHOD SPLIT DOLLAR PLAN AGREEMENT
Split Dollar Plan Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks • Tennessee

THIS PLAN, hereby made effective this 7th day of January, 2008 (the “Effective Date”), by and between First Farmers and Merchants Bank, state-chartered bank located in Columbia, Tennessee (the “Bank”), and the Participant (the “Participant”) selected to participate in this Plan, intending to be legally bound hereby.

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CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • July 19th, 2004 • First Farmers & Merchants Corp • State commercial banks • Tennessee

THIS AGREEMENT (this "Agreement") entered into as of June 28, 2002, by and among FIRST FARMERS & MERCHANTS NATIONAL BANK, COLUMBIA, TENNESSEE, a national banking association (the "Employer"), and Berry Brooks, an individual resident of the State of Tennessee (the "Employee").

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EMPLOYMENT AGREEMENT
Employment Agreement • May 9th, 2014 • First Farmers & Merchants Corp • State commercial banks • Tennessee

This EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of November 18, 2003, by and between FIRST FARMERS & MERCHANTS NATIONAL BANK ("Bank") and BARRY B. WHITE ("Employee").

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FIRST AMENDMENT TO THE FIRST FARMERS AND MERCHANTS BANK AMENDED AND RESTATED DIRECTOR DEFERRED COMPENSATION AGREEMENT
Director Deferred Compensation Agreement • March 13th, 2009 • First Farmers & Merchants Corp • State commercial banks

This Amendment, made and entered into this 18 day of December, 2007, by and between First Farmers and Merchants Bank, a bank organized and existing under the laws of the State of Tennessee, (hereinafter referred to as the “Bank”), and John P. Tomlinson, III, a Director of the Bank, (hereinafter referred to as the “Director”), shall effectively amend the Amended and Restated Director Deferred Compensation Agreement as follows:

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MEMORANDUM OF UNDERSTANDING
Memorandum of Understanding • August 4th, 2005 • First Farmers & Merchants Corp • State commercial banks

This Memorandum of Understanding is entered into this the 29 day of April, 2005, among WAYMON L. HICKMAN ("Hickman"), FIRST FARMERS & MERCHANTS NATIONAL BANK ("Bank"), and FIRST FARMERS & MERCHANTS CORPORATION ("Corporation").

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