SPLIT-DOLLAR LIFE INSURANCE AGREEMENT (COLLATERAL ASSIGNMENT, EQUITY, TERM LOAN)

Transcription

1 SPLIT-DOLLAR LIFE INSURANCE AGREEMENT (COLLATERAL ASSIGNMENT, EQUITY, TERM LOAN) FOR FINANCIAL PROFESSIONAL USE ONLY-NOT FOR PUBLIC DISTRIBUTION. Specimen documents are made available for educational purposes only. This specimen form may be given to a client s attorney for consideration as a sample document, when requested. This specimen form shall not be given to a client. This document should not be used as drafted. It has not been adapted to the specific circumstances or objectives of any individual client, nor has it been prepared to meet the legal requirements of any particular state. Clients should be advised to seek legal counsel when entering into any transaction and in the preparation of all legal documents. All formalities required under applicable local law should be observed. Caution: In September 2003, the Treasury Department and IRS released final regulations governing the federal income, employment and gift taxation of split-dollar life insurance arrangements [T.D. 9092]. The final regulations apply to (1) new split-dollar life insurance arrangements entered into on and after September 18, 2003, and (2) preexisting arrangements that are "materially modified" on or after September 18, Caution: IRC Sec. 409A, the regulations thereunder, and Notice may apply to split-dollar agreements in some circumstances. The guidance provided in IRS Notice [ C.B. 398], including safe harbor and grandfathering provisions, applies to split-dollar life insurance arrangements entered into on or before September 17, 2003 (unless they are "materially modified" on or after September 18, 2003). The sample agreement following is for an equity collateral assignment method splitdollar arrangement in which the non-owner (employer) uses term loans to advance premium amounts to the policy owner (insured employee). **** SPLIT DOLLAR LIFE INSURANCE AGREEMENT This agreement is made this (day) of (month), (year), by and between (name of employer), hereinafter referred to as "Employer," and (name of insured employee), hereinafter referred to as "Insured." Sample Document - Page 1 of 7

2 WHEREAS, Insured is and has been employed by Employer and has performed valuable services; and WHEREAS, Employer desires that Insured continue to provide such services; and WHEREAS, the parties desire to set up a split-dollar life insurance arrangement in order to provide life insurance protection for the mutual benefit of the parties; NOW, THEREFORE, in consideration of the premises, and other good and valuable consideration, the parties agree that: ARTICLE I PURCHASE OF LIFE INSURANCE Insured or (his or her) designee shall apply for and purchase a policy of life insurance from the (name of) Life Insurance Company on Insured s life in the initial face amount of $. The life insurance policy shall be assigned to Employer as security for such amounts as Employer loans to Insured for payment of premiums on the policy under the terms of Article II.A. hereof. This collateral assignment shall not be altered or removed without the consent of Employer. ARTICLE II PAYMENT OF PREMIUMS A. Each year Employer shall loan to Insured an amount sufficient to pay the annual premium on the life insurance policy referred to in Article I. Such loans shall be repayable by Insured on or before such dates as are specified in promissory notes executed by Employer and Insured with respect to the loans. B. Insured or (his or her) designee shall pay interest on such loans at the applicable federal rate (AFR) as of the time such loans are made. C. The parties intend that this arrangement shall be subject to the "loan regime" of Treasury Regulation for federal income tax purposes. The language in this agreement shall be interpreted accordingly. ARTICLE III POLICY OWNERSHIP PROVISIONS Sample Document - Page 2 of 7

3 Insured or (his or her) designee shall own the policy and shall have all rights of ownership in the policy, subject to the limitations herein. These rights may be exercised without the consent of any other party, except that Employer as collateral assignee shall have the following specific rights in the policy: A. The right to receive out of any amount payable on account of the death of Insured, an amount up to but not in excess of the amount described in Article VII.A. B. The right to convey its interest in the policy, after first offering this interest to Insured or (his or her) designee, and deferring any disposition for a period up to sixty (60) days should Insured or (his or her) designee express in writing an interest in acquiring said policy interest. C. Employer hereby covenants with Insured that it will not exercise any rights in the policy in any way which might impair or defeat the rights and interests of Insured, (his or her) designee, or any beneficiary under the policy. ARTICLE IV BENEFICIARY DESIGNATION Insured or (his or her) designee shall have the right and power to designate a personal beneficiary or beneficiaries to receive proceeds payable on Insured s death, but subject to any right or interest Employer may have in such proceeds as provided in Article VII.A. This beneficiary designation shall not be altered without the consent of Insured or (his or her) designee. Any selection or change of beneficiary must be made in writing and filed with the (name of) Life Insurance Company. ARTICLE V POLICY CHANGES A. Death Benefit Option Changes. Neither party shall change the policy death benefit option without the written consent of the other party. B. Face Amount Changes. Neither party shall increase or decrease the face amount of the policy without the written consent of the other party. ARTICLE VI PARTIAL CASH WITHDRAWALS AND LOANS Employer shall have no right to make partial cash withdrawals or loans from the policy. Insured may make partial cash withdrawals or policy loans only with the written consent of Employer. Sample Document - Page 3 of 7

4 ARTICLE VII DEATH BENEFIT The parties agree that the beneficiary designation under the policy shall provide that upon the death of Insured the proceeds of the policy shall be paid as follows: A. Employer's Portion of Death Benefit. Employer shall be paid an amount equal to the aggregate unrepaid principal and accrued, unpaid interest on the annual loans made by Employer to Insured. B. Insured's Portion of Death Benefit. The balance of any amount payable on account of the death of Insured, and not distributed to Employer under the provisions of Article VII.A., shall be paid to the personal beneficiary selected by Insured or (his or her) designee. ARTICLE VIII ADDITIONAL POLICY BENEFITS AND RIDERS Employer agrees that it will cooperate with Insured or (his or her) designee in securing such additional riders to the policy on such terms as may be mutually acceptable to the parties. Unless the parties to this agreement specifically notify the (name of) Life Insurance Company to the contrary in writing, all riders shall inure to the exclusive benefit of Insured, (his or her) designee, or the policy beneficiary as provided in the language of such additional benefit or rider. The parties agree to comply with such requirements as may be requested by the (name of) Life Insurance Company to qualify for benefits from any such additional policy provisions. ARTICLE IX ASSIGNMENT Either party may convey rights, interests and obligations under this agreement, subject to the terms of this agreement. This agreement, and any amendments or modifications to it, shall be binding upon Employer and Insured, their heirs, legal representatives, successors and assigns. ARTICLE X AMENDMENT This agreement may be amended or modified by a written agreement signed by Employer and Insured or (his or her) designee. Sample Document - Page 4 of 7

5 ARTICLE XI TERMINATION This agreement may be terminated by either party upon written notice to the other party. In the event of termination of this agreement, Insured shall have a right to purchase a release of Employer's interest in the policy. The purchase price of such release shall be equal to Employer's death benefit as described in Article VII.A. as of the date of purchase. ARTICLE XII INSURANCE COMPANY NOT A PARTY TO AGREEMENT The (name of) Life Insurance Company is not a party to this agreement. Performance of its contractual obligations in accordance with policy provisions shall fully discharge (name of) Life Insurance Company of all liability. ARTICLE XIII GOVERNING LAW The law of the State (or Commonwealth) of (name) shall govern this agreement. ARTICLE XIV ENTIRE AGREEMENT This Agreement represents the final and entire agreement of the parties, and supersedes all prior or contemporaneous agreements, express or implied, written or unwritten, concerning the subject matter herein. IN WITNESS WHEREOF, the parties have set their hands and seals hereunto on the day and year first written above, Employer by its duly authorized officer. EMPLOYER BY: (typed name of officer) Sample Document - Page 5 of 7

6 INSURED (typed name of insured employee) ***** Sample Document - Page 6 of 7

7 This information is provided by American General Life Insurance Company (AGL) and The United States Life Insurance Company in the City of New York (US Life), members of American International Group, Inc. (AIG). All companies mentioned, their employees, financial professionals, and other representatives, are not authorized to give legal, tax, or accounting, advice, including the drafting or execution of any legal document. Applicable laws and regulations are complex and subject to change. Any tax statements in this material are not intended to suggest the avoidance of U.S. federal, state or local tax penalties. AGL and US Life shall not be liable for any loss or damage caused by the use of, or reliance on, the tax, accounting, legal, investment or financial items contained in this material. FOR FINANCIAL PROFESSIONAL USE ONLY-NOT FOR PUBLIC DISTRIBUTION All rights reserved. Sample Document - Page 7 of 7