EXHIBIT 10.7
EMPLOYEE
AGREEMENT
AGREEMENT, entered into as of the 28th day of December,
2007, to become effective January 1, 2008, between First Citizens
National Bank and First Citizens Bancshares, Inc. (collectively
"Employer"), and Stallings Lipford (Executive). This Agreement
revokes all prior employment agreements between Employer and
Executive as of December 31, 2007, including, without limitation
prior Executive Employment Agreements dated as of the 21st day of
April, 1993, and the 2nd day of April, 1997 between Employer and
Executive.
1.
Employment.
The Employer agrees to continue to employ the Executive, and the
Executive agrees to continue to serve and be employed by the
Employer on the terms and conditions set forth herein.
2.
Term of Employment.
On December 31, 2007 and on the last day of each year
thereafter, the Term of the Executive's employment shall be
automatically extended for an additional year, unless at least
ninety (90) days before the end of the year either party shall have
delivered to the other party written notice of termination. This
period of time is the "Term of Employment."
3.
Compensation.
a.
Base Salary. As compensation for services rendered by
Executive during the period of employment hereunder, Employer shall
pay Executive a base annual salary of One Hundred Fifteen Thousand
Four Hundred Sixty-one Dollars and Fourteen Cents ($115,461.14),
less income tax withholdings and other customary employee
deductions, (Base Salary), with additional compensation in the
amount of $3,613.90 payable directly to Continental Casualty
Company for premiums on Long Term Care Insurance. Should the amount
of future annual premiums on Long Term Care Insurance increase or
decrease, the resulting Base Salary shall be adjusted accordingly.
The Base Salary shall be payable in twenty-four (24) equal
installments each year on the first (1st) and fifteenth (15th) day
of each calendar month.
b.
Benefits. Employer shall also provide limited benefits
consisting of the ESOP or any successor plan, and the 401(k) plan.
In addition, Employer shall pay directly or reimburse Executive for
payment of premiums for Medicare Supplemental Insurance in an
amount approved by the Employer's Compensation Committee.
c.
Incentive Compensation. Executive's Base annual salary shall
represent total compensation and shall not include participation in
Incentive Compensation Plan offered other full-time officers
employed by First Citizens National Bank.
4.
Duties.
During the term of employment, Executive shall serve as Chairman
Emeritus of the Company or in such other position and with
responsibilities as the Board of Directors of the Company may from
time to time assign. Executive shal
