Exhibit 10.24
September 27, 1996
Xx. Xxxx X. Xxxxxx
4337 Xxxxxxxxxx
Xxxxxx, Xxxxx 00000
Re: Consulting Agreement
Dear Xxxx:
This confirms your agreement to provide legal and business consulting
services and advice to Jayhawk Acceptance Corporation beyond the service and
advice that might be anticipated from your duties as a director. You will make
available adequate time to perform such services to the satisfaction of Jayhawk.
You will be responsible for providing your own office space, equipment and
secretarial support.
To encourage you to devote such time and attention as reasonably may be
required by Jayhawk, Jayhawk will grant to you, under the terms of its 1994
Stock Option and Restricted Stock Plan, an option to purchase 20,000 shares of
the common stock of Jayhawk. The option will become exercisable in increments of
5,000 shares, with the first 5,000 shares being immediately exercisable on the
date of grant and each subsequent increment of 5,000 shares becoming exercisable
on each of the next three anniversaries of such date. If either you or Jayhawk
terminate this Consulting Agreement for any reason, then the option will
automatically terminate as to any shares which have not become exercisable as of
the effective date of termination. You understand and agree that Jayhawk's
obligation to grant such option to you is contingent upon the approval of the
Compensation Committee of Jayhawk's Board of Directors. Jayhawk will seek such
approval on or before the next scheduled meeting of the Compensation Committee.
You agree to treat as confidential all confidential, proprietary and trade
secret information of Jayhawk to which you may be exposed in providing services
to Jayhawk. Either you or Jayhawk may terminate this Consulting Agreement at any
time upon 30 days advance written notice to the other party.
If you are in agreement with the terms of this Agreement, then so indicate
by signing this Consulting Agreement in the space provided below.
Sincerely,
Jayhawk Acceptance Corporation
By: /s/ Xxxx Xxxxxx
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Xxxx Xxxxxx, Chairman of the Board
and Chief Executive Officer
Accepted and Agreed:
/s/ Xxxx X. Xxxxxx
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Xxxx X. Xxxxxx