EXHIBIT
10.16
AGREEMENT
SUPPLEMENTAL EXECUTIVE RETIREMENT BENEFITS
(As amended through February 26, 2009)
This Agreement is made and
entered into by and between David S. Hickman (the "Employee"), and
United Bank & Trust with its principal office in Tecumseh,
Michigan (the "Employer").
ARTICLE I
Recitals
The Employer, in recognition
of the Employee's valuable services and considerable knowledge and
experience relating to its business and operations, desires to
provide the Employee additional compensation in the event of
termination of employment with the Employer, in order to achieve an
overall targeted level of retirement benefits. In consideration of
the foregoing, and for other good and valuable consideration, the
Employee and the Employer hereby enter into this Agreement and
agree to be bound by its terms and conditions.
ARTICLE II
Definitions
2.1
Beneficiary . "Beneficiary" means the person(s)
designated in writing by the Employee to the Employer to receive
any Supplemental Retirement Benefits that may be payable hereunder
after the Employee's death.
2.2
Commencement Date . "Commencement Date" means the date
selected by the Employee pursuant to Section 3.02 for payment of
Supplemental Retirement Benefits to begin under this Agreement. The
Commencement Date shall be the first day of a month, and shall not
be earlier than the Termination Date.
2.3
Disability . "Disability" means the Employee is unable
to perform any substantially gainful activity by reason of any
medically determinable physical or mental impairment that is
expected to last for more than twelve (12) months or result in
death.
2.4
Effective Date . "Effective Date" shall mean the
effective date of this Agreement, which shall be January 1,
2000.
2.5
Hours of Service . "Hours of Service" means each hour
that the Employee performs services for the Employer, and for which
the Employee is paid, or is entitled to payment from the
Employer.
2.6
Monthly Retirement Benefit . "Monthly Retirement
Benefit" shall equal $848, multiplied by the number of Years of
Service of the Employee from the Effective Date of the Agreement
through December 31, 2005. The Monthly Retirement Benefit earned
under this Agreement shall be 100% vested at all times.
2.7
Qualifying Termination . "Qualifying Termination" means,
termination of the Employee's employment with the Employer by
reason of the Employee's Separation from Service, death or
Disability.
2.8
Separation from Service . "Separation from Service",
only for benefits earned and vested after December 31, 2004, shall
have the same meaning given to that term under Treas. Reg.
§§ 1.409A-1(h) and shall be determined in the same
manner.
2.9
Supplemental Retirement Benefits . "Supplemental
Retirement Benefits" means benefits payable by the Employer to the
Employee pursuant to this Agreement in the form of an Annuity, or
as a Single Sum Settlement.
2.10
Termination Date . "Termination Date" means the date and
time at which the Employee's employment with the Employer
terminates by reason of a Qualifying Termination.
2.11
Years of Service . "Years of Service" means each
calendar year, starting with the Effective Date of this agreement,
in which the Employee works at least 1,000 Hours of Service for the
Employer.
ARTICLE III
Supplemental Retirement Benefits
3.1
Annuity Benefits . Subject to the Employee's election to
receive an alternate form of benefit set forth in Section 3.04,
upon a Qualifying Termination, the Employee shall be entitled to
receive from the Employer the Monthly Retirement Benefit, payable
as an Annuity for 240 equal monthly payments. Payment of the
Annuity benefits shall begin on the Commencement Date and shall
continue to be paid on the first day of each month for a total of
240 monthly payments.
3.2
Selection of Commencement Date . The Employee's
selection of the date on which payment of the Annuity shall
commence (or the alternate form of benefit selected under Section
3.04) shall be in writing, signed by the Employee, and delivered to
the Employer prior to the Commencement Date of benefits under this
Agreement. A distribution of Supplemental Retirement Benefits, to
the extent applicable to benefits which accrue after December 31,
2004, will not be made until at least six months after separation
from service (or until death, if earlier)) if the Employee is a
Specified Employee. A " Specified Employee" is a an employee who:
(a) own more than 5% of the stock of the Employer; (b) owns more
than 1% of the stock of the Employer and has compensation from the
Employer in excess of $150,000 a year; or (c) is an officer of the
Employer under rules promulgated by the Internal
