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Exhibit
10.7(p)
SPLIT DOLLAR
LIFE INSURANCE AGREEMENT
THIS AGREEMENT is made this 19th day of December, 2007 by and between First Horizon National Corporation, a
Tennessee Corporation and its subsidiaries, hereinafter
collectively referred to as the ‘Corporation”, the
Elbert L. Thomas, Jr. Insurance Trust ________, hereinafter
referred to as the “Trust,” and Elbert L. Thomas, Jr.
hereinafter referred to as the “Employee”.
NOW, THEREFORE, the parties named above agree as
follows:
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Life
Insurance Policy .
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(a)
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In furtherance of
the purposes of this agreement, life insurance, hereinafter
referred to as the Policy, has been applied for or issued as Policy
no. _____________ on the life of the Employee, hereinafter at times
referred to as the “Insured”, from ____________ Life
Insurance Company, or its successors in interest or assigns,
hereinafter called “Insurer”.
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(b)
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This agreement is
effective as to a particular policy upon execution of this
Agreement, or upon issuance and acceptance of such policy,
whichever is later.
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| 2.
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Ownership
and Duties .
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(a)
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The Corporation
shall be the owner of all rights and incidents of ownership in the
Policy, including, without limitation, the right to obtain loans
secured by the Policy and to cancel the Policy, all without the
consent of any other party except as otherwise specifically
provided herein. The Trust shall, however, have the right to
designate the beneficiary of Part One of the proceeds of such
Policy, as defined in Paragraph 7, herein.
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(b)
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The Corporation
shall be responsible for safeguarding the Policy.
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(c)
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The parties to
this agreement shall execute and forward promptly and within
unreasonable delay, changes in beneficiary designation forms and
documents, including the Policy, as required by the Insurer, to
facilitate the exercise of any rights of the parties hereto. The
Corporation agrees to designate the beneficiary of Part One of such
Policy in accordance with the written direction of the Trust. The
parties hereto shall not be required to execute any documents or
take any action that would impair their own interest under the
Policy and any assignment of that Policy.
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| 3.
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Policy
Loans .
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The Corporation
shall have the right to obtain loans secured by the Policy without
the consent of any other party. The amount of such loans together
with the unpaid interest thereon shall at no time exceed that
amount the Corporation would be entitled to as determined by
Paragraph 7 herein. The interest due on such Policy loans shall be
the debt of the Corporation owed to the Insurer.
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| 4.
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Payment of
Premiums .
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All premiums due
on the Policy shall be paid by the Corporation.
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| 5.
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Use of
Dividends .
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All dividends
attributable to the Policy shall be applied to the purchase of
paid-up insurance additions from the Insurer.
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Payment of
Proceeds .
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Upon the death of
the Insured, such party or parties as designated by the Trust in
writing shall be beneficiary of Part One of the Policy and the
Corporation shall receive Part Two of the Policy, as defined
herein. Alternative modes of payment may be selected pursuant to
the settlement options set forth in the Policy.
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| 7.
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Definitions .
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(a)
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For purposes of
this agreement, the following definitions are
applicable:
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(i)
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Total
Premium -
Consists of the premium on the
policy and any riders thereon.
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(ii)
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Guaranteed Cash
Values - Is the contractually guaranteed cash values
only.
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(iii) |
Total Cash
Values - Consists of guaranteed cash values, cash
values of additions, values from accumulations, and accrued but
unpaid dividends.
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(iv)
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Annual Salary
– 12 times the current monthly salary (exclusive of any
incentive or bonus compensation).
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(v)
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Final Year Base
Salary – Employee’s final year’s base salary
(exclusive of any incentive or bonus
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2
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compensation) as
determined under the Corporation’s Survivor Benefits Plan
(the “Survivor Benefits Plan”).
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(b)
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Part One is an
amount equal to:
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(i)
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If the Employee is
currently employed at the time of his death, the product of
multiplying the Employee’s Annual Salary by a multiple of
2.5; or
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(ii)
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If the Employee is
retired at the time of his death, the product of multiplying the
Employee’s Final Year Base Salary by a multiple of two
(2);
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Provided, however,
in no event, shall such amount exceed the total of the insurance
proceeds payable under the Policy.
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(c)
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Part Two is an
amount equal to the balance of the insurance proceeds in excess of
the amount payable as Part One, above.
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(d)
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The Corporation
shall properly certify, as required by the Insurer, the extent of
its interest in the Policy and payment of such amount shall release
the Insurer from any liability to the Corporation.
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| 8.
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Termination
of Agreement .
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This agreement
shall terminate, which termination shall be effective immediately,
for any of the following reasons:
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(a)
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Performance of its
terms, following the death of the Insured;
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(b)
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The agreement of
the Corporatio
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