exv10w11



 






Exhibit 10.11


LIFE INSURANCE




ENDORSEMENT METHOD SPLIT DOLLAR PLAN




AGREEMENT




	 	 	 
	Insurer:

	 	Union Central Life

Massachusetts Mutual
	 
	Policy Number:

	 	#U200002286

# 0048382
	 
	Bank:

	 	First Federal Savings Bank Monessen, PA
	 
	Insured:

	 	Richard Boyer
	 
	Relationship of Insured to Bank:

	 	Executive






The respective rights and duties of the Bank and the Insured in the subject policy shall be
pursuant to the terms set forth below:





	I.	 	DEFINITIONS
	 
	 	 	Refer to the policy contract for the definition of all terms in this Agreement.
	 
	II.	 	POLICY TITLE AND OWNERSHIP
	 
	 	 	Title and ownership shall reside in the Bank for its use and for the use of the Insured all
in accordance with this Agreement. Where the Bank and the Insured (or assignee, with the
consent of the Insured) mutually agree to exercise the right to increase the coverage under
the subject split dollar policy, then, in such event, the rights, duties and benefits of the
parties to such increased coverage shall continue to be subject to the terms of this
agreement.
	 
	III.	 	BENEFICIARY DESIGNATION RIGHTS
	 
	 	 	The Insured (or assignee) shall have the right and power to designate a beneficiary or
beneficiaries to receive the Insured’s share of the proceeds payable upon the death of the
Insured, and to elect and change a payment option for such beneficiary, subject to any right
or interest the Bank may have in such proceeds, as provided in this Agreement.




1









 












	IV.	 	PREMIUM PAYMENT METHOD
	 
	 	 	The Bank shall pay an amount equal to the planned premiums and any other premium payments
that might become necessary to keep the policy in force.
	 
	V.	 	TAXABLE BENEFIT
	 
	 	 	Annually the Insured will receive a taxable benefit equal to the assumed cost of insurance
as required by the Internal Revenue Service. The Bank (or its administrator) will report to
the Insured the amount of imputed income each year on Form W-2 or its equivalent.
	 
	VI.	 	DIVISION OF DEATH PROCEEDS
	 
	 	 	Subject to Paragraphs VII and IX herein, the division of the death proceeds of the policy is
as follows:






	 	A.	 	Upon the death of the Insured, the Insured’s beneficiary(ies), designated in
accordance with Paragraph III, shall be entitled to the following amount from the
Effective Date hereof [Paragraph XIX].





	 	 	 
	Richard Boyer

	 	$1,000,000 to age 65
$500,000
at age 65 and thereafter








	 	B.	 	The Bank shall be entitled to the remainder of the proceeds.
	 
	 	C.	 	The Bank and the Insured (or assignees) shall share in any interest due on the
death proceeds on a pro rata basis as the proceeds due each respectively bears to
the total proceeds, excluding any such interest.






	VII.	 	DIVISION OF THE CASH SURRENDER VALUE OF THE POLICY
	 
	 	 	The Bank shall at all times be entitled to an amount equal to the policy’s cash value, as
that term is defined in the policy contract, less any policy loans and unpaid interest or
cash withdrawals previously incurred by the Bank and any applicable surrender charges. Such
cash value shall be determined as of the date of surrender or death as the case may be.
	 
	VIII.	 	RIGHTS OF PARTIES WHERE POLICY ENDOWMENT OR ANNUITY ELECTION EXISTS
	 
	 	 	In the event the policy involves an endowment or annuity element, the Bank’s right and
interest in any endowment proceeds or annuity benefits, on expiration of the deferment
period, shall be determined under the provisions of this Agreement by regarding such
endowment proceeds or the commuted value of such annuity benefits as the policy’s cash
value. Such endowment proceeds or annuity benefits shall be considered to be like death
proceeds for the purposes of division under this Agreement.




2









 













	IX.	 	TERMINATION OF AGREEMENT






	 	A.	 	Employee Voluntary Termination of Service:
	 
	 	 	 	If the Executive terminates employment voluntarily with the Subsidiary prior to
attaining his Normal Retirement Age, his division of the death proceeds (Paragraph
VI) shall be as follows:





	 	 	 	 
	          Years
of Employment with
Subsidiary from the Date of this
Agreement	Percentage
	 
	Less than one year
	0	 
	At least one year, but less than two years
	20	%
	At least two years, but less than three years
	40	%
	At least three years, but less than four years
	60	%
	At least four years, but less than five years
	80	%
	Five years or more
	100	%








	 	B.	 	Employer Termination of Service Without Cause:
	 
	 	 	 	This Agreement shall terminate upon distribution of the death benefit proceeds in
accordance with Paragraph VI above.






	X.	 	INSURED’S OR ASSIGNEE’S ASSIGNMENT RIGHTS
	 
	 	 	The Insured may not, without the written consent of the Bank, assign to any individual,
trust or other organization, any right, title or interest in the subject policy nor any
rights, options, privileges or duties created under this Agreement.
	 
	XI.	 	AGREEMENT BINDING UPON THE PARTIES
	 
	 	 	This Agreement shall bind the Insured and the Bank, their heirs, successors. personal
representatives and assigns.
	 
	XII.	 	NAMED FIDUCIARY AND PLAN ADMINISTRATOR
	 
	 	 	The “Named Fiduciary and Plan Administrator” of this Endorsement Method Split Dollar
Agreement shall be First Federal Savings Bank until resignation or removal by the Board of
Directors. As Named Fiduciary and Plan Administrator, the Bank shall be responsible for the
management, control, and administration of this Split Dollar Plan as established herein. The
Named Fiduciary may delegate to others certain aspects of the management and operation
responsibilities of the Plan, including the employment of advisors and the delegation of any
ministerial duties to qualified individuals.




3









 












	XIII.	 	FUNDING POLICY
	 
	 	 	The funding policy for this Split Dollar Plan shall be to maintain the subject policy in
force by paying, when due, all premiums required.
	 
	XIV.	 	CLAIM PROCEDURES FOR LIFE INSURANCE POLICY AND SPLIT DOLLAR PLAN
	 
	 	 	Claim forms or claim information as to the subject policy can be obtained by contacting The
Benefit Marketing Group. Inc.
(770–952–1529). When the Named Fiduciary has a claim which may
be covered under the provisions described in the insurance policy. they should contact the
office named above, and they will either complete a claim form and forward it to an
authorized representative of the Insurer or advise the named Fiduciary what further
requirements are necessary. The Insurer will evaluate and make a decision as to payment. If
the claim is payable, a benefit check will be issued to the Named Fiduciary.
	 
	 	 	In the event that a claim is not eligible under the policy, the Insurer will notify the
Named Fiduciary of the denial pursuant to the requirements under the terms of the policy. If
the Named Fiduciary is dissatisfied with the denial of the claim and wishes to contest such
claim denial, they should contact the office named above and they will assist in making
inquiry to the Insurer. All objections to the Insurer’s actions should be in writing and
submitted to the office named above for transmittal to the Insurer.
	 
	XV.	 	GENDER
	 
	 	 	Whenever in this Agreement words are used in the masculine or neuter gender, they shall be
read and construed as in the masculine, feminine or neuter gender, whenever they should so
apply.
	 
	XVI.	 	INSURANCE COMPANY NOT A PARTY TO THIS AGREEMENT
	 
	 	 	The Insurer shall not be deemed a party to this Agreement, but will respect the rights of
the parties as herein developed upon receiving an executed copy of this Agreement.
Payment or other performance in accordance with the policy provisions shall fully discharge
the Insurer for any and all liability.
	 
	XVII.	 	CHANGE OF CONTROL
	 
	 	 	In the event of Change of Control, if the Insured’s employment is subsequently terminated,
the Insured shall be one hundred percent (100%) vested in the benefits promised in this
Agreement and, therefore, upon the death of the Insured, the Insured’s beneficiary(ies)
(designated in accordance with Paragraph III) shall receive the death benefit provided in
Subparagraph VI(A).




4









 













	XVIII.	 	AMENDMENT OR REVOCATION
	 
	 	 	It is agreed by and between the parties hereto that, during the lifetime of the Insured,
this Agreement may be amended or revoked at any time or times, in whole or in part. by the
mutual written consent of the Insured and the Bank.
	 
	XIX.	 	EFFECTIVE DATE
	 
	 	 	The Effective Date of this Agreement shall be June 1. 2002.
	 
	XX.	 	SEVERABILITY AND INTERPRETATION
	 
	 	 	If a provision of this Agreement is held to be invalid or unenforceable, the remaining
provisions shall nonetheless be enforceable according to their terms. Further, in the event
that any provision is held to be over broad as written, such provision shall be deemed
amended to narrow its application to the extent necessary to make the provision enforceable
according to law and enforced as amended.
	 
	XXI.	 	APPLICABLE LAW
	 
	 	 	The validity and interpretation of this Agreement shall be governed by the laws of the
Commonwealth of Pennsylvania.






	 	 	 
	 
	 	
FIRST FEDERAL SAVINGS BANK

Monessen, PA
	 
	Illegible


Witness	 	
By:  /s/ Peter D. Griffith


Title: President
	 
	/s/  Marilyn Faysor


Witness	 	
By:  /s/ Richard B. Boyer


Richard Boyer







5









 






BENEFICIARY DESIGNATION FORM




PRIMARY DESIGNATION:




	 	 	 	 	 
	Name

	 	Address
	 	Relationship
	 
	  
	 	 	 	 
	
 

	 	
 
	 	
 
	
 

	 	
 
	 	
 
	
 

	 	
 
	 	
 







SECONDARY (CONTINGENT) DESIGNATION:




	 	 	 	 	 
	Name

	 	Address
	 	Relationship
	 
	
 

	 	
 
	 	
 
	
 

	 	
 
	 	
 
	
 

	 	
 
	 	
 






All sums payable under the Executive Supplemental Retirement Plan Executive Agreement by reason of
my death shall be paid to the Primary Beneficiary, if he or she survives me, and if no primary
beneficiary shall survive me, then to the Secondary (Contingent) Beneficiary.




	 	 	 
	
Richard Boyer

	 	
Date








6