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This Consulting
Agreement (the “Agreement”) is made and entered into
this 1 st
day of March, 2009 by and between
Mercantile Bancorp, Inc., a Delaware corporation,
(“Company”) and Dan S. Dugan
(“Consultant”). WITNESSETH:
A. Consultant
possesses certain knowledge and expertise in the businesses of bank
holding companies and banks which Company wishes to utilize on a
consulting basis and for representation on Company’s board
and boards of certain banks and bank holding companies in which
Company owns all or a significant percentage of the issued and
outstanding stock; and
B. Company
desires Consultant to act as a consultant to the Company upon the
terms and conditions hereinafter set forth.
C. Consultant
is willing to act as a consultant for Company upon the terms and
conditions hereinafter set forth.
In consideration
of the matters described above, and of the mutual benefits,
covenants and obligations set forth in this Agreement, Company and
Consultant agree as follows:
1.
Consulting Services. Company agrees to retain Consultant and
Consultant agrees to serve as an advisor and consultant to Company.
Without limiting the generality of the foregoing, the consulting
services provided by Consultant shall be in the area of management,
operations and customer relations of bank holding companies and
banks. In addition, Consultant shall serve on Company’s
board, if elected by the stockholders of Company, and as
Company’s representative on the boards of up to six
(6) banks or bank holding companies in which Company owns all
or a significant percentage of the issued and outstanding stock.
The board of directors of Company shall designate such banks or
bank holding companies from time to time but the number at any one
time shall not exceed six (6).
2.
Term. This Agreement shall commence on the date hereof and
shall continue until February 28, 2010 or Consultant’s
earlier death or disability rendering him unable to provide the
consulting services, or until earlier terminated by Company for
cause.
1
3.
Consideration for Consulting Services. As consideration for
the services to be performed by Consultant pursuant to paragraph 1,
Consultant shall be entitled to a fee of Sixty Three Thousand Three
Hundred and 00/100 Dollars ($63,300.00) which shall be payable in
twelve (12) monthly installments on the fifteenth day of each month
during the term of this Agreement. Consultant shall not be paid a
director fee for serving as a director on Company’s board and
those banks or bank holding companies upon which Consultant will be
the Company’s representative. In addition, to assist
Consultant with customer relations, the Company shall pay for or
reimburse to Consultant the dues for a social membership at the
Quincy Country Club, Quincy, Illinois.
4. Time
Devoted to Work. The services and hours Consultant is to work
on any given day in rendering consulting and advisory services
hereunder will be determined by Consultant after consultation with
the Company and by the dates and times of the board meetings for
thos
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