NON-QUALIFIED RETIREMENT PROGRAM SELECTIVE INCENTIVE PLAN FOR JOHN W. SEIBER
Exhibit
10.6
NON-QUALIFIED
RETIREMENT PROGRAM
SELECTIVE
INCENTIVE PLAN
FOR
XXXX
X. XXXXXX
This
Agreement is made on the 25th
day of
August, 1995, by and between
Delanco
Federal Savings
Bank,
a corporation
organized and existing under the Banking Law
of
The United States of America, which has its principal place of business
at
000
Xxxxxxxxxx Xxxxxx, Xxxxxxx, Xxx Xxxxxx, hereinafter called “Bank,” and
Xxxx
X. Xxxxxx,
hereinafter called “Employee.”
WHEREAS,
the Employee has rendered valuable services to the Bank in the past; and
WHEREAS,
it is the desire of the Bank to have the benefit of the Employee’s continued
loyalty, service and counsel, and to ensure that the Employee or his
beneficiaries will be entitled to a certain amount of additional compensation
after the Employee’s retirement from active service to the Bank as a result of
retirement or death:
NOW,
THEREFORE, in
consideration of these premises and the
covenants and agreements herein
set forth, the Bank and
the
Employee agree as follows:
First.
Benefits Upon Retirement of Employee.
The
Bank
agrees that
from
and after
the
Employee’s retirement at age 65, or from and after Employee’s retirement before
age 65 due to total, permanent disability, as certified to the Bank by a
physician of the Bank’s choice licensed to practice medicine in New Jersey, the
Bank shall
make monthly payments to the Employee in the amount of $1,416.67 for ten
years
from the
date
of retirement of the Employee.
Said
payments shall begin on the first day of the calendar month following retirement
and
on the
first day of each month thereafter for ten years (a total of 120 such monthly
installment payments).
Subject
to the Employer’s final approval, the Employee may elect to retire on or after
the
Employee’s sixty-second birthday. If the Employee retires before having attained
age sixty-five with the Employer’s approval, the amount of the monthly benefit
payable under this Agreement shall be $1,000.00. The monthly benefit shall
be
payable in 120 equal consecutive monthly installments,
and shall be the entire and only benefit to which the Employee is entitled
under
this
Agreement.
If
the
Employee should die while
receiving benefits under this Paragraph First
but
before said
payments have been completed, the Bank shall pay the commuted value of the
payments for
the
remainder of such benefit period to the beneficiary designated by the Employee
under Paragraph Second of this Agreement.
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Second.
Death Benefit.
If
the
Employee dies while in the active service of the Bank, then the Bank shall
pay
as a death benefit the then present value of $170,000.00 payable over ten
years.
Said benefit shall be payable to the Employee’s Primary Beneficiary as named in
Schedule A which is attached hereto and made a part hereof, in a lump sum,
payable within 90 days of the date of death of the Employee.
The
Employee shall have the right to change the Primary Beneficiary named herein
and
to
designate a Contingent Beneficiary by written notice delivered to the Bank.
If
there is no beneficiary named to receive the said benefit, of if the designated
Primary Beneficiary and Contingent Beneficiary have predeceased the Employee,
then the benefit payable under this Paragraph Second shall be payable in
a lump
sum to the Estate of the Employee within 90 days after the qualification
of the
personal representative of
the
Estate of the Employee. Upon the death
of
the Primary Beneficiary during the period in which installment payments are
being received
under this Agreement, the unpaid installments shall be paid to the contingent
beneficiary
in the
same manner as they had been paid to
the Primary
Beneficiary. Upon the death of both the Primary Beneficiary and the Contingent
Beneficiary before the payment of all of the installments due under this
Agreement, the discounted value of any such installment payments remaining
unpaid shall be paid to the Estate of the Beneficiary who was then receiving
installment payments under this Agreement within 30
days
after qualification of the personal representative
of the Estate.
Third.
Non-Compete Agreement.
The
benefits for which provision is made in Paragraphs First and Second of this
Agreement
are further conditioned in that they may be suspended or reduced by the Bank,
or
may be
forfeited by the acts of the Employee, in whole or in part, either before
or
after the Employee’s retirement, by
and at
the sole discretion of the Bank, should the Board of
Directors find and determine that the Employee has become or is about to
become
an officer, director, agent, principal shareholder, owner, representative
or
employee of a corporation or any other form of business entity which conducts
or
is engaged in competition with the Bank or any of its subsidiaries or related
entities, or is about to do so, within a radius of thirty (30) miles from
000
Xxxxxxxxxx Xxxxxx, Xxxxxxx, Xxx Xxxxxx, within the State of New Jersey, without
having first obtained the written consent of the Bank, which written consent
shall specifically refer to this Agreement. .
Fourth.
Unfunded Agreement.
This
Agreement is unfunded.
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Fifth.
Prohibition of Assignment.
Neither
the Employee, the Employee’s spouse, nor any other beneficiary under this
Agreement shall have any power
or
right to transfer, assign, anticipate, hypothecate, encumber or
otherwise alienate in any way any part or all of the amounts payable under
this
Agreement, nor shall such amounts be subject to seizure by any creditor of
any
such beneficiary, by a proceeding at law or in equity, and no such benefit
shall
be transferable by operation of law in the event of Bankruptcy, insolvency
or
death of the Employee, the Employee’s spouse, or any other
beneficiary under this Agreement. Any such attempted assignment or transfer
shall be void and
of no
effect and shall terminate this Agreement and the Bank shall thereupon have
no
further
liability under this Agreement.
Sixth.
Agreement To Survive Merger, Consolidation or Acquisition.
The
Bank
agrees that it will not merge or consolidate with, or be acquired by, any
other
organization, or permit its business activities
to be taken over by any other organization
unless and
until
such succeeding or surviving organization shall expressly assume the duties
of
the Bank as
set
forth in this Agreement.
Seventh.
Amendments.
During
the lifetime of the
Employee, this
Agreement may be amended, revoked, or supplemented at any time or from time
to
time in whole or in part, by the mutual written agreement
of the Employee and the Bank, which writing shall refer specifically to this
Agreement
and be
executed with dignities equal to those with which this Agreement was originally
executed.
Eighth.
Governing Law.
This
Agreement shall be governed by the laws of the State of New Jersey, and shall
be
enforceable in the Courts of the State of New Jersey exclusively.
Ninth.
Severability.
In
the
event that any term or condition contained
in this
Agreement shall, for any reason,
be held
by a court of competent jurisdiction to be invalid, unenforceable or illegal
in
any respect, such invalidity, illegality or unenforceability shall not affect
any other term or condition of this Agreement, but this Agreement shall be
construed as if such invalid, illegal or unenforceable provision, term or
condition had never been contained herein. With respect to the provision
relating to competition, it is specifically agreed that if such provision
shall
be determined to be unenforceable as agreed to herein, nevertheless, such
provision shall be and remain valid and enforceable to the extent that the
court
having jurisdiction over the matter shall determine.
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Tenth.
Binding Agreement.
This
Agreement shall be binding upon the parties hereto, and their heirs, personal
representatives,
beneficiaries, and successors in interest.
Eleventh.
Attorney’s Fees And Costs.
If
any
action at law or in equity, or any arbitration proceeding is brought to enforce
or to interpret the terms of this Agreement, the prevailing party shall be
entitled to recover reasonable attorney’s fees, costs, and
necessary disbursements in
addition to any other relief to which
such party may be entitled.
Twelfth.
Miscellaneous Agreements.
Entire
Agreement. This
writing constitutes the entire agreement between the parties. No
other
agreements or understandings, written or oral, shall be binding upon the
parties
hereto,
except
for amendments or modifications of this Agreement made in accordance with
the
terms hereof.
Counterparts.
This
Agreement may be executed in multiple counterparts, any one of which when
fully
signed, sealed, and witnessed shall be deemed to be an original of this
Agreement for any purpose.
Paragraph
Headings.
The
paragraph headings appearing in this document are for convenience only and
shall
not be deemed to in any way modify, expand, restrict
or otherwise affect the text of the Agreement.
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IN
WITNESS WHEREOF, Delanco Federal Savings Bank has caused this Agreement to
be
signed
by
its
duly
authorized officers and its
common
corporate seal to be hereunto affixed, and Xxxx
X.
Xxxxxx has signed and sealed this Agreement on the day and in
the year
first hereinabove
written.
Delanco
Federal
Savings Bank
By:
/s/
Xxxxx Xxxxx,
Jr.
Xxxxx
Xxxxx, Jr.,
Chairman
Attest:
/s/
Xxxxx X.
Xxxxxxxx /s/
Xxxx X. Xxxxxx
Xxxxx
X.
Xxxxxxxx, Corporate
Secretary Xxxx
X.
Xxxxxx
In
the
presence of:
/s/
Xxxxxxx X. Xxxxx, Xx.
As
to
Xxxx X. Xxxxxx
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