EXHIBIT 10.1
Amendment No. 1
to
Employment Agreement
This Amendment No. 1 to the Employment Agreement (the "Agreement") dated as of
December 13, 2002 ("Agreement Date") by and between Financial Industries
Corporation, a Texas company ("Company"), and Xxxxxx X. Xxxxxxxx ("Executive"),
a resident of Texas. The parties desire to enter into this Amendment, which is
intended to modify certain terms and conditions of the Agreement. In
consideration of the mutual agreements contained herein, the Company and
Executive agree as follows:
1. Section 3.1 of the Agreement is hereby amended in its entirety to read
as follows:
3.1 Employment Period. The term of Executive's employment under this
Agreement (the "Employment Period") shall begin on the Agreement
Date and end on February 13, 2004. At the end of the Employment
Period, Executive shall be entitled to receive the payments set
forth in paragraph 3 of this Amendment No. 1 to the Employment
Agreement.
2. Section 4.2 of the Agreement is hereby deleted in its entirety.
3. Article IV -Compensation is amended by the addition of the following
new section:
4.2 Severance Payment. Following the end of the Employment Period,
Executive shall be entitled to receive, as severance payments,
bi-weekly payments of $7,307.70 each, net of any applicable
deductions for federal income taxes and other related payroll
taxes, in accordance with the FIC Insurance Group Payroll
Calendar (hereinafter referred to as "Installments"). The
Installments shall be payable beginning on February 26, 2004,
with the final payment being made on the second regular FIC
Insurance Group Payroll date for the month of December 2005.
During the period that the Installments are payable:
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(a) the Company will use its best efforts to provide for
Executive's continued participation in the medical and
dental insurance plans for which Executive was enrolled as
of January 1, 2004, for which Executive will make the same
contribution to the cost of such benefits as is made by
active employees participating in such plans. If, at any
time during the period that Installments are payable, the
Company is unable to provide for Executive's continued
participation in said medical and dental plans, Executive
may apply for COBRA participation. If Executive enrolls in
COBRA, the Company will contribute to the cost of such
coverage, for the period commencing with the effective date
of such COBRA enrollment and ending on the date of payment
of the final Installment, the difference between the cost of
COBRA coverage and the amount of contributions which an
active employee of the Company would be required to
contribute for participation in the medical benefit plan of
the Company;
(b) Executive will not be eligible to participate in the 401K
plan sponsored by the Company and he will not accrue
additional benefits under the defined benefit plan; and
(c) the Company will provide Executive with life insurance and
accidental death benefit insurance in an amount comparable
to the amount for which Executive was enrolled as of January
1, 2004. Executive will contribute to the cost of such
benefits on the same basis that he would have contributed
had he continued as an active employee.
4. All capitalized terms in this Amendment shall have the meaning set
forth in the Agreement, in the absence of a different definition set
forth herein.
5. To the extent that any terms of this Amendment are inconsistent with
the express terms of the Agreement, this Amendment shall control. All
other terms in the Agreement shall remain in full force and effect.
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IN WITNESS WHEREOF, Company and Executive have caused this Amendment to be
executed as of this 13th day of February, 2004.
Financial Industries Corporation
By: /s/ Xxxxxxxx X. Xxxxxx
_____________________________
Title: Vice President and Secretary
/s/ Xxxxxx X. Xxxxxxxx
______________________________
Xxxxxx X. Xxxxxxxx
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