Exhibit 10.7
EMPLOYMENT
AGREEMENT
THIS AGREEMENT is entered into as of
this 17 th
day of January 2008, by and between
SUFFOLK FIRST BANK , a Virginia banking corporation
(hereinafter referred to as the “Bank”), and Keith
B. Hawkins (hereinafter referred to as the
“Executive”).
For and in consideration of their
mutual promises, covenants and conditions hereinafter set forth,
and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree as
follows:
1. Employment . The Bank
agrees to continue to employ the Executive and the Executive agrees
to continue his employment as Executive Vice President and
Commercial Loan Officer of the Bank upon the terms and conditions
stated herein. The Executive shall report directly to the President
and Chief Executive Officer of the Bank, and render such
administrative and management services to the Bank as are
customarily performed by persons situated in a similar executive
capacity. The Executive shall promote the business of the Bank and
perform such other duties as shall, from time to time, be assigned
by the President and Chief Executive Officer of the Bank. The
Executive shall periodically disclose all business activities or
commercial pursuits in which Executive is engaged, other than Bank
duties.
2. Compensation .
(a) The Bank shall pay the Executive
during the term of this Agreement, as compensation for all services
rendered by him to the Bank, a base salary at the monthly rate of
$11,250 commencing on the effective date of this Agreement
(“Effective Date”). The rate of such salary shall be
reviewed initially by the Board of Directors of the Bank (the
“Directors”) on or about January 1, 2009, and not
less often than annually thereafter, and the base salary, as in
effect at any time, shall not be decreased during the term of this
Agreement.
(b) During the term of this
Agreement, if Executive’s performance meets the
“Standards” set forth in Paragraph 6 of this Agreement
and any other criteria or standards that may be established by the
Directors from time to time, Executive shall be eligible to receive
an incentive bonus annually, as determined in the sole discretion
of the Directors.
3. Participation in Retirement
and Employee Benefit Plans; Fringe Benefits .
(a) The Executive shall be entitled
to participate in any plan relating to deferred compensation, stock
options, stock purchases, pension, thrift, profit sharing, group
life insurance, medical coverage, disability coverage, education,
or other retirement or employee benefits that the Bank has adopted,
or may, from time to time adopt, for the benefit of its executive
employees and for employees generally, subject to the eligibility
rules of such plans. The Executive shall receive at the
Bank’s expense group term life insurance equal to five times
his annual base salary, and the Executive shall also be entitled to
purchase additional insurance coverage, at Executive’s
expense.
(b) The Executive shall be entitled
to twenty (20) vacation days per year plus such sick leave as
is provided to other similarly situated executives of the
Bank.
(c) The Bank shall provide a
suitable automobile for business and personal use by Executive
during the term of this Agreement, subject to applicable taxation
regulations and requirements.
4. Term . The Term of this
Employment Agreement (“Agreement”) shall be for one
year from the Effective Date, and shall automatically renew for
successive additional one-year terms. Notwithstanding the
foregoing, however, the Term shall end 90 days after the date the
Directors give the Executive a written Notice of Termination, the
date of the Executive’s death, or the date of the
Executive’s disability. Employment under this Agreement shall
terminate immediately upon dismissal of the Executive for Cause in
accordance with Paragraph 7 below. The Executive agrees to give his
best and exclusive (except as permitted in Paragraph 5(b) of this
Agreement) services to the Bank through the date of termination of
employment hereunder. For purposes of this Agreement, the date of
termination of employment is the last day the Executive is an
employee of the Bank, including the last day of the period during
which the Executive receives any severance pay in lieu of salary as
provided in Paragraph 7(c) below.
5. Loyalty;
Noncompetition.
(a) During the term of this
Agreement, the Executive shall devote his full efforts and entire
business time to the performance of his duties and responsibilities
under this Agreement.
(b) During the term of this
Agreement, and for the periods stated below, the Executive agrees
be will not directly or indirectly, own, manage, operate, join,
control or participate in the management, operation or control of,
or be employed by any depository financial institution which
competes with the Bank or any of its subsidiaries in its market
area, defined as that geographic area within 35 miles of any office
of the Bank that is open for business on the date Executive’s
employment terminates as provided herein, or is specifically
scheduled by the Bank to be open for business within 6 months of
the date Executive’s employment with the Bank terminates as
provided herein, without the prior written consent of the
Bank.
(i) If Executive voluntarily resigns
from the employment of the Bank under any circumstances other than
following receipt of Notice of Termination of this Agreement, the
restrictions stated herein shall apply during the twelve months
(365 days) immediately following the date of termination of
Executive’s employment.
(ii) If Executive’s employment
terminates for any reason other than as provided in subparagraph
(i) hereof, the restrictions stated herein shall not
apply.
(c) The Executive agrees he will
hold in confidence all knowledge or information of a confidential
nature with respect to the business of the Bank, or any subsidiary,
received by him during the term of this Agreement and will not
disclose or make use of such information without the prior written
consent of the Bank. The Executive agrees that he will be liable to
the Bank for any damages caused by unauthorized disclosure of such
information. Upon termination of his employment, the Executive
agrees to return all records or copies thereof of the Bank or any
subsidiary in his possession or under his control which relate to
the activities of the Bank or any subsidiary.
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(d) The Executive acknowledges that
it would not be possible to ascertain the amount of monetary
damages in the event of a breach by the Executive under the
provisions of this Paragraph 5. The Executive agrees that, in the
event of a breach of this Paragraph 5, injunctive relief enforcing
the terms of this Paragraph is an appropriate remedy. If the scope
of any restriction contained in this Paragraph 5 is determined by
any court of competent jurisdiction to be too broad, then such
restriction shall be enforced to the maximum extent permitted by
law and the Executive consents that the scope of this restriction
may be modified judicially.
6. Standards . The Executive
agrees to accept and shall perform his managerial duties and
responsibilities under this Agreement in accordance with such
reasonable standards expected of employees with comparable
positions in comparable organizations and as may reasonably be
established from time to time by the President and Chief Executive
Officer and/or the Directors. The Bank will provide the Executive
with the working facilities and staff customary for similar
executives and necessary for him to perform his duties. As
Executive Vice President, the Executive shall have general
supervision over, responsibility for and control over other
subordinate officers, agents and employees of the Bank, as may be
directed by the President and Chief Executive Officer. The
Executive may accept any elective or appointed positions or offices
with any duly recognized associations or organizations whose
activities or purposes are closely related to the banking business,
so long as said positions are for the purpose of generating good
will for the Bank, and the responsibilities of the position do not
interfere with the Executive’s responsibilities at the
Bank.
7. Termination and Termination
Pay .
(a) The Executive’s employment
under this Agreement shall be terminated upon the death of the
Executive during the term of this Agreement and the Bank shall have
no further obligation hereunder.
(b) The Executive’s employment
under this Agreement may be terminated at any time by the Executive
upon 90 days’ advance written notice to the Directors. Upon
such termination, the
