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Exhibit 10.11
FULL AND FINAL RELEASE AND SEPARATION AGREEMENT
RONALD R. REED ("REED") and COMMUNITY CENTRAL BANK, a Michigan
banking
corporation ("BANK"), enter into the following FULL AND FINAL
RELEASE AND
SEPARATION AGREEMENT ("AGREEMENT") for an orderly separation of
REED'S
employment with BANK and for the complete resolution of any
claims or disputes
arising out of REED'S employment with or separation from BANK.
REED and BANK
agree as follows:
1. REED'S last day of employment with BANK will be JULY 17,
2007, and REED
agrees that he will cease to accrue benefits under BANK'S
Retirement Plan and
will cease to be entitled to have any contribution made on his
behalf to BANK'S
401(k) Plan as of that date or to receive any other benefit
unless specifically
set out in this AGREEMENT. REED will submit a letter of
resignation effective
JULY 17, 2007, which BANK will accept.
2. BANK will pay REED all salary earned and all unused vacation
benefits,
if any, to which REED is entitled, minus applicable withholding
taxes, through
JULY 17, 2007. REED agrees that he is not entitled to any other
compensation or
benefits of any kind from BANK except for any benefits to which
he may be
entitled under the BANK Retirement Plan or the BANK 401(k) Plan
that accrued
prior to JULY 17, 2007.
3. BANK will pay REED One Hundred Forty-Five Thousand
Dollars,
($145,000.00) (minus applicable withholding taxes), subject to
the provisions of
Paragraph 7, below. Payment will be made within ten (10)
business days following
the later of the complete execution of this AGREEMENT or the
expiration of the
revocation period set out in Paragraph 7, below, so long as this
AGREEMENT is
signed by REED and not timely revoked by him. REED agrees that
he has no right
to such payment except pursuant to this Release.
4. REED is entitled to maintain his group health plan coverage
for up to
eighteen (18) months pursuant to COBRA. Subject to the
provisions of Paragraph
7, below, the BANK will pay the premiums, necessary to continue
REED'S COBRA
coverage for that eighteen (18) month period commencing with the
first payment
due following the date on which this AGREEMENT becomes effective
and ending with
the eighteenth such payment, or when REED finds other employment
which provides
comparable coverage, which ever occurs first. REED'S eligibility
for benefits
and the extent of REED'S coverage will continue to be governed
by the terms of
the group health plan.
5. For and in consideration of the payments and agreements set
forth in
paragraphs 3 and 4, above, REED does hereby release, acquit and
forever
discharge BANK, its owners, stockholders, agents, employees,
shareholders,
directors, officers, fiduciaries, administrators,
representatives, subsidiaries,
attorneys, divisions, affiliated entities, partnerships, joint
ventures,
successors or assigns (hereinafter collectively referred to as
"BANK ET AL")
from any and all issues, charges, claims, demands, actions,
causes of action and
claims for damages whatsoever including all claims for
compensatory and
liquidated damages, whether known or unknown, suspected or
unsuspected, and
whether founded in fact or in law, and any and all claims for
injuries
whatsoever, as well as all claims for costs and attorney fees of
every kind,
nature or description which REED has, may have, may have had or
hereafter may
have upon or by reason of any matter, cause or thing whatsoever
arising from
REED'S employment with
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and/or circumstances leading to his separation of employment
from BANK, which
has, had or may have occurred up to and including the date of
this AGREEMENT,
including but not limited to any and all civil rights claims
and/or any claims
arising under the Age Discrimination in Employment Act of 1967,
the
Elliott-Larsen Civil Rights Act, the Michigan Persons with
Disabilities Civil
Rights Act, the Americans with Disabilities Act, the Family and
Medical Leave
Act, the Older Workers Benefit Protection Act, the Employee
Retirement Income
Security Act, the Fair Labor Standards Act, the Whistleblowers'
Protection Act
and Title VII of the Civil Rights Act of 1964, as amended.
6. REED agrees that if he files a lawsuit or claim of any type
in any forum
against BANK that has been waived in connection with this
AGREEMENT, except for
an action pursuant to the Age Discrimination in Employment Act,
he will return
to BANK all of the money received, including the value of all of
the premiums
paid and benefits received from BANK, as a result of this
AGREEMENT before
proceeding in any way with the lawsuit or claim. REED further
agrees that he
will pay all the costs, expens
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