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VOTING AGREEMENT
AGREEMENT dated as of June 30,1999, between XXXX X. XXXX ("XXXX") and
X. X. XXXXX, XX. ("Xxxxx").
WHEREAS, Xxxx is the owner of 550,000 shares of the common stock of
Rushmore Financial Group, Inc. (the "Company"), and Xxxxx is the owner of
535,398 shares of such common stock, and each may receive additional shares
during the term of this Agreement; and
WHEREAS, Xxxx and Xxxxx desire to ensure that both will be elected to
the Board of Directors of the Company,
IT IS THEREFORE AGREED AS FOLLOWS:
1. Voting of Shares. At each annual meeting, special meeting, or
consent action taken to elect members of the Board of Directors of the Company,
each of Xxxx and Xxxxx agree to vote their respective shares to elect both Xxxx
and Xxxxx to become members of the Board.
2. Term. The term of this Agreement shall be for a period of three
years.
3. Copies of Agreement. This Agreement may be executed in multiple
counterparts but shall not otherwise be separable or divisible. Upon the
execution of this Agreement the parties shall cause a copy of this Agreement to
be filed in the registered office of the Company. This Agreement shall be open
to inspection in the manner provided for inspection under the laws of the State
of Texas.
4. Place of Performance. THIS AGREEMENT IS EXECUTED AND ENTERED INTO
AT DALLAS, TEXAS, AND IT IS MUTUALLY AGREED THAT THE PERFORMANCE OF ALL PARTS
OF THIS CONTRACT SHALL BE AT DALLAS, TEXAS.
5. Governing Law. THIS AGREEMENT IS INTENDED BY THE PARTIES TO BE
GOVERNED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS.
6. Severability. This Agreement shall not be severable or divisible in
any way, but it is specifically agreed that, if any provision should be
invalid, the invalidity shall not affect the validity of the remainder of the
Agreement.
Executed as June 30, 1999. /s/ Xxxx X. Xxxx
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Xxxx X Xxxx
/s/ X.X. Xxxxx, Xx.
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X.X. Xxxxx, Xx.
