Exhibit 10.1
FORM OF EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of the
_____ day of __________, 1998, by and between [Xxxxxxxx X. Xxxxx][Xxxxxx X.
Xxxxxxxxx][Xxxx X. Xxxxx], a resident of the State of _________ ("Executive"),
and JW GENESIS FINANCIAL, CORP., a Florida corporation (the "Company").
1. DUTIES AND EXTENT OF SERVICES
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1.1 POSITION AND DUTIES. [See Rider 1.1]
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1.2 EXTENT OF SERVICES. Executive agrees to devote his full working time,
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energy, and skill to the business of the Company and to the promotion of the
Company's interests and to discharge his duties in good faith.
[See Rider 1.3]
2. TERM
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The term of this Agreement (the "Term") shall commence on ___________, 1998
and shall continue to December 31, 2001, and shall be automatically renewed for
successive one-year terms unless either party notifies the other in writing of
its election not to renew at least six months prior to the scheduled termination
of the Term or any renewal term. This Agreement may be earlier terminated only
in accordance with Section 7 hereof.
3. COMPENSATION
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3.1 BASE SALARY. The Company shall pay Executive a base annual salary (the
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"Base Salary") of [See Rider 3.1A] Thousand Dollars ($XXX,000.00) for each
fiscal year during the Term (prorated for any partial fiscal year), subject,
however, to increase for each fiscal year beginning January 1, 1999 by (a) an
amount equal to the increase for the previous year in the Consumer Price Index
for Urban Wage Earners and Clerical Workers, [U.S. City Average] [See Rider
3.1B] All Items, 1967=100 (the "Cost of Living Adjustment") or (b) by such
higher amount as may be approved by the Board or the Compensation Committee
thereof upon consideration of such factors that it believes to be relevant and
appropriate. Each year's executive compensation analysis shall be considered by
the Board within 45 days following the end of the immediately preceding fiscal
year; adjustments to Executive's Base Salary for the ensuing fiscal year shall
be made within 75 days of the commencement of that year, and shall be applied
retroactive to such commencement date. All Base Salary shall be paid in equal
periodic installments in accordance with the Company's normal payroll schedule.
3.2 INCENTIVE BONUS PLAN PARTICIPATION. In addition to the base salary,
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Executive will be entitled to participate in the Newco Incentive Bonus Plan,
pursuant to and subject to the provisions of which Executive will be entitled to
receive [See Rider 3.2A] % of an executive bonus compensation pool (the
"Executive Compensation Pool") consisting of an aggregate of 15% of the annual
pre-tax profits of the Company; provided, however, that such percentage may be
reduced at the discretion of the committee administering the plan but not below
[See Rider 3.2B] %.
3.3 GENERAL INCENTIVE COMPENSATION PROGRAMS. The Company hereby agrees that
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Executive shall be entitled to participate, to an extent consistent with his
title and Base Salary, in such incentive compensation programs, including stock
option or other stock-based compensation plans or programs, as may be
established by the Board for the Company's officers, other key employees, or
employees as a group.
3.4 RESTRICTED STOCK INCENTIVE PLAN. Pursuant to and subject to the
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provisions of the Newco Incentive Bonus Plan and the award agreements issued
thereunder, upon the adoption of a Restricted Stock Incentive Plan by the
Company (the "Restricted Stock Plan"), which may be included in and adopted as
part of the Newco Incentive Bonus Plan, twenty-five percent (25%) of Executive's
annual incentive compensation payable thereafter, including pursuant to Section
3.2, at the option of [Rider 3.4] the Company, will be paid in the form of
restricted Company common stock. The restricted stock will be awarded at eighty
percent (80%) of the average closing price of the common stock for the last ten
consecutive trading days in the calendar year to which the bonus relates and
shall vest 50% on each of the first and second anniversary of the award. The
Executive may elect to exchange up to one-third of the restricted stock awarded
under the Restricted Stock Plan for a non-qualified stock option to purchase
three shares for each share of restricted stock awarded, at an exercise price
per share equal to the average closing price of the common stock for the last
ten consecutive trading days in the calendar year to which the bonus relates.
Any such non-qualified stock option shall vest and be exercisable as to one-
third of the total number of shares on each of the first three anniversaries of
the grant date thereof, which shall be the same date on which the restricted
exchange was made and will have a ten year life, with provisions for accelerated
vesting upon change in control, death, disability, or retirement.
4. BENEFITS
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During Executive's employment hereunder, Executive shall: (a) be eligible to
participate in employee fringe benefits and any pension or profit sharing plans
that may be provided by the Company for executive employees in accordance with
the provisions of any such plans, as the same may be in effect from time to
time; (b) be eligible to participate in any medical and health plans or other
employee welfare benefit plans that may be provided by the Company for its
executive employees in accordance with the provisions of any such plans, as the
same may be in effect from time to time [See Rider 4.1]; (c) be entitled to
annual paid vacation in accordance with Company policy that may be applicable to
executive employees from time to time; and (d) be entitled to sick leave, sick
pay, and disability benefits in accordance with any Company policy that may be
applicable to executive employees from time to time.
[See Rider 4.2]
5. CONFIDENTIAL INFORMATION
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Executive agrees that he will hold in a fiduciary capacity, for the benefit of
the Company, all secret or confidential information, knowledge, or data of the
Company ("Confidential Information") obtained by him during his employment by
the Company, and will not disclose such information to any person other than in
the course of performing his duties hereunder or as may be required by law or by
order of a court or other regulatory authority of competent jurisdiction, unless
the Company shall consent in writing thereto. Additionally, Executive agrees
that, after termination of his employment under this Agreement, he will not
disclose, at any time, to any person, any Confidential Information constituting
a trade secret under applicable law and, for a period of one (1) year after
termination of employment under this Agreement for cause, Executive will not
disclose Confidential Information to any person whether or not such information
constitutes a trade secret under applicable law. For the purposes of this
Section 5, information that is or becomes a part of the public domain (other
than as a result of Executive's breach) shall not be deemed Confidential
Information.
6. NO RECRUITMENT; NON-COMPETITION
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6.1. NO RECRUITMENT. During Executive's employment hereunder and for one (1)
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year after the termination of Executive's employment hereunder for cause (or for
such time as Executive is receiving severance pay from the Company for
termination other than for cause) plus, at the option of the Company, an
additional six (6) months provided that during such six-month period Executive
is then being employed for a base compensation of at least [RIDER 6.1A] per
month or the Company pays to Executive [RIDER 6.1B] per month), Executive will
not, directly or indirectly, (a) induce or conspire with, or attempt to induce
or conspire with, any of the officers or employees or registered representatives
of the Company or any of its subsidiaries or affiliates to terminate their
employment or relationship with or compete against the Company or any of its
subsidiaries or affiliates, or any of the clients or customers of any such
entity to terminate their relationship with any such entity, or (b) divert or
attempt to divert any or all of such clients' or customers' business with the
Company or any of its subsidiaries or affiliates from any such entity, unless
the Company shall consent in writing thereto.
6.2 NON-COMPETITION. During Executive's employment hereunder and for one (1)
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year after the termination of Executive's employment hereunder for cause,
Executive will not, directly or indirectly, for any reason, for his own account,
or on behalf of or together with any other person, be engaged as an officer,
director, employee, independent contractor, consultant or advisor, or sales
representative of any kind, or as an owner, co-owner, or other investor of or
in, a business that provides securities brokerage, corporate finance, asset
management, capital formation, investment banking, financial advisory, or other
services in competition with the business engaged in by the Company within the
continental United States on the date hereof or, to the extent permitted by and
enforceable under applicable law, in which the Company is so engaged on the date
of Executive's termination.
Notwithstanding the foregoing, Executive may own and hold as a passive
investment up to one percent (1%) of the outstanding capital stock of a
competing entity if that class of capital stock is listed for trading or
quotation on a national or regional stock exchange registered with the SEC or on
The Nasdaq Stock Market.
6.3 DAMAGES. Because of the difficulty in measuring the economic losses
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that may be incurred by the Company as a result of any breach by Executive of
the covenants in Section 6.1, and because of the immediate and irreparable
damage that could be caused to the Company for which it would have no other
adequate remedy, Executive agrees that the Company may enforce the provisions of
Section 6.2 by any equitable or legal means, including seeking an appropriate
injunction or restraining order against Executive if a breach of any of those
provisions occurs.
6.4 REASONABLE RESTRAINT. The parties hereto each agree that Sections 6.2
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and 6.3 impose a reasonable restraint on Executive in light of the position of
Executive with the Company, the activities and business of the Company on the
date hereof, and the current business plans of the Company (of which Executive
acknowledges that he is aware).
6.4 SEVERABILITY; REFORMATION. The covenants in this Section 6 are severable
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and separate, and the unenforceability of any specific covenant in this Section
6 is not intended by any party hereto to, and shall not, affect the provisions
of any other covenant in this Section 6. If any court of competent jurisdiction
shall determine that the scope, time, or territorial restrictions set forth in
Section 6.2 are unreasonable as applied to Executive, the parties hereto
acknowledge their mutual intention and agreement that those restrictions be
enforced to the fullest extent the court deems reasonable, and thereby shall be
reformed to that extent as applied to Executive.
6.5 INDEPENDENT COVENANT. All of the covenants in this Section 6 are
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intended by each party hereto to be, and shall be construed as, an agreement
independent of any other provision in this Agreement, and the existence of any
claim or cause of action of Executive against the Company, whether predicated on
this Agreement or otherwise, shall not constitute a defense to the enforcement
by the Company of any covenant in this Section 6. It is specifically agreed that
the period specified in Section 6.2 shall be computed by excluding from that
computation any time during which Executive is in violation of any provision of
Section 6.2.
6.6 MATERIALITY. The Company and Executive hereby agree that this Section 6
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is a material and substantial part of this Agreement.
7. TERMINATION OF EMPLOYMENT
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7.1 BY COMPANY. Executive's employment under this Agreement may be
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terminated by the Company at any time for cause. For the purposes of this
Section 7.1, "cause" shall mean: (a) the conviction of Executive for an act or
acts of dishonesty by Executive that constitutes a felony under applicable law
and that subjects the Company to substantial loss or detriment, as determined by
a majority of the members of the Board; (b) the imposition of disciplinary
action against
Executive, pursuant to a final non-appealable action, by a regulatory body
having disciplinary authority over members of Executive's profession, which
disciplinary action prevents Executive from performing his duties hereunder for
a period of not less than thirty-one (31) consecutive days and is determined by
a majority of the members of the Board to have caused substantial loss or
detriment to the Company; or (c) Executive's habitual neglect of, or refusal to
perform, his duties under this Agreement, or deliberate and intentional
disregard of lawful instructions from the Board; provided, however, that
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Executive shall have received written notice of such alleged neglect, refusal,
or disregard from the Board and shall have failed within thirty (30) days after
the receipt of such notice to cure and correct such alleged neglect, refusal, or
disregard (or to begin in good faith to effect such cure and correction if such
cannot practically be completed within such 30-day period).
If Executive's employment is terminated under this Section 7.1, the Company
shall have no further obligation to Executive hereunder except to pay to him, in
cash on the effective date of such termination, any amount accrued but unpaid
hereunder as of the termination date and to permit Executive to exercise (within
the 30-day period thereafter) the stock option described in Section 3.3 with
respect to the number of shares for which the option has vested as of such
termination date, and except that the rights of Executive (and the obligations
of the Company) under Section 8 shall continue without regard to such
termination. If Executive's employment is terminated by the Company for cause,
as provided above, this Agreement shall terminate and neither party shall have
any further obligation to the other, except as provided above, and except for
Executive's agreements contained in Sections 5 and 6.
7.2 BY DEATH. If Executive dies, this Agreement shall terminate on the date
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of Executive's death. In such event, the Company shall pay promptly to
Executive's designated beneficiary or, if no designated beneficiary, to
Executive's estate, any compensation or other amount earned or accrued as of the
date of Executive's death but not yet paid and any other payments to which
Executive is entitled pursuant to Section 3.1 and Section 4 hereof (as a result
of transactions in process as of the date of Executive's death), and permit
Executive's estate or legal representative to exercise (during the one-year
period thereafter) any outstanding stock option with respect to the number of
shares for which the option has vested and has not expired as of such date.
7.3 BY DISABILITY. If Executive becomes unable to perform his normal duties
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hereunder as a result of his incapacity due to physical or mental illness for a
period of at least one hundred twenty (120) consecutive days, the Company shall
have the option to terminate this Agreement upon the expiration of such period
(the "Disability Date"). In such an event, the Company shall pay to Executive
(within thirty (30) days thereof) all amounts accrued but unpaid as of the
Disability Date and, in the manner and at the times set forth in Section 3.1
above, an amount equal to the difference between (a) the Base Salary payable for
the remainder of the Term and (b) 1.4285714 times the sum of all payments made
to Executive under any disability insurance coverage provided to him pursuant to
Section 4 hereof; and Executive shall continue to vest in, and remain entitled
to exercise, any outstanding stock option in the manner and at the times
otherwise set forth therein.
7.4 BY DISCHARGE. If Executive's employment under the terms of this
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Agreement is terminated by the Company for any reason other than cause, death,
or disability (in any such case a "Discharge"), then (a) the Company shall pay
to Executive, on the date of Discharge, a lump sum cash amount equal to the
greater of (i) 12 months of Executive's Base Salary at the time of the Discharge
and (ii) Executive's Base Salary, without regard to Cost of Living Adjustments,
payable for the remainder of the Term; (b) the Company shall pay to Executive
the amounts, and on the schedule, of bonus compensation under Section 3.2 that
would be payable to Executive during the remainder of the Term in the absence of
the Discharge; and (c) Executive shall immediately become fully vested in, and
be entitled to exercise for a period of 90 days after the date of Discharge, all
outstanding stock options not previously vested or exercised. Such payment shall
be in addition to other payments, if any, to which Executive is entitled
pursuant to Section 4 hereof, and the rights of Executive (and the obligations
of the Company) under Section 8 shall continue without regard to such Discharge.
No Discharge shall be permitted pursuant to this Section 7.4 unless approved by
a majority of the members of the Board.
7.5 BY EXECUTIVE. If (a) the Company significantly reduces Executive's
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authority or duties as described in Section 1.1 (or Executive's standing within
the Company as a function of Executive's relationships with the Board or with
other members of management of the Company) other than at the direction of the
New York Stock Exchange or similar regulatory authority with jurisdiction over
the Company or any of its subsidiaries or (b) a change of control of the Company
occurs that is not approved by Executive, then, in any such event, Executive may
terminate this Agreement and such termination shall be treated as if it were a
Discharge under Section 7.4; provided that the Board shall have received written
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notice from Executive of any reduction described in clause (a) above upon which
Executive proposes to base a termination and the Company shall have failed
within thirty (30) days thereafter to reverse the situation. For purposes
hereof, "change of control" shall mean (c) the acquisition by a person or entity
other than Executive or a now existing shareholder of the Company (or any
affiliate of Executive or such a shareholder of the Company), whether in one or
several transactions, by exchange, merger, consolidation, assignment, stock
spin-off, stock split-up, or other transaction, of more than thirty-five percent
(35%) of the voting stock of the Company, or of the right to vote or to direct
the voting of such percentage of voting stock; or (d) a change in the membership
of the Board of Directors of the Company such that a majority of the members are
persons who are not Continuing Directors. For purposes of this Agreement, a
"Continuing Director" is a person who is a member of the Board of Directors of
the Company on the date hereof or a person who is elected as a director of the
Company upon the nomination by or approval of a majority of the Continuing
Directors in office.
8. LEGAL EXPENSE REIMBURSEMENTS
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8.1 INDEMNIFICATION LEGAL EXPENSES. Without limiting the scope of any
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indemnification to which Executive is or may be entitled under applicable law or
pursuant to the Company's Articles of Incorporation, Bylaws, or contract for
indemnification of officers or directors of the Company, the Company shall
indemnify and hold Executive harmless from and against the costs and expenses
(including attorneys' fees and costs) of Executive's defense with respect to any
suit, investigation, or other action or proceeding instituted or threatened
against Executive by any person, agency, body, or other entity that is based on,
arises out of, or is related to any position that Executive has or had with the
Company or any of its subsidiaries or other affiliates or otherwise to the
performance by Executive of any duty or responsibility under this Agreement.
To the maximum extent permitted by applicable law, the Company agrees to advance
to Executive the amount of such costs and expenses as they are incurred by
Executive (upon written request by Executive therefor, accompanied by reasonably
detailed explanation of the basis for such advance(s)), and Executive agrees, to
the extent that such agreement may be required by applicable law to permit such
advances, to account to the Company for such advance(s), including to refund to
the Company any such amount that it may ultimately be determined (according to
applicable law) that Executive is not entitled to receive as indemnification or
reimbursement for such costs and expenses as a result of the final disposition
of the underlying suit, investigation, or other action or proceeding in respect
of which such costs or expenses were incurred. The Company agrees to take such
corporate action as may be necessary or advisable, if requested by Executive, to
authorize, approve, or effectuate and implement the rights conferred upon
Executive in this Section 8.1.
8.2 DISPUTES RELATING TO AGREEMENT. If (a) a Dispute (as hereinafter
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defined) arises, and (b) either a court, governmental agency, or similar body of
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competent jurisdiction issues a final, nonappealable order, judgment or decree
(a "Final Order"), or Executive and the Company reach a definitive settlement of
the Dispute (a "Settlement"), that sustains the position in the Dispute taken by
Executive prior to the Dispute Date (as hereinafter defined), then the Company
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shall reimburse Executive for his reasonable legal expenses actually incurred
from and after the Dispute Date in connection with obtaining the Final Order or
Settlement, to the extent such expenses exceeded any award for legal expenses
contained in any such Final Order. For purposes hereof, the "Dispute Date"
shall be ten (10) business days after the date upon which Executive delivers to
the Company, in accordance with Section 9.7, written notice setting forth the
particulars of a matter covered by this Agreement about which Executive and the
Company disagree (the "Dispute") and stating his intention to seek legal counsel
for assistance regarding such matter. Except as expressly set forth above, the
Company undertakes no obligation to advance, reimburse, or otherwise pay or
assume any expense of Executive incurred in interpreting or enforcing this
Agreement.
8.3 SURVIVAL. The provisions of this Section 8 shall survive any termination
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of Executive's employment or of this Agreement.
9. MISCELLANEOUS
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9.1 ASSIGNMENT. This Agreement is personal in nature and may not be assigned
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by either party without the express written consent of the other party;
provided, however, that the provisions of this Agreement shall inure to the
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benefit of and be binding upon each successor of the Company, whether by merger,
consolidation, transfer of all or substantially all assets, or otherwise.
9.2 WAIVER. The waiver by any party to this Agreement of a breach by the
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other party of any of the provisions of this Agreement shall not operate as or
be construed as a waiver of any different or subsequent breach.
9.3 ENTIRE AGREEMENT. This Agreement constitutes and expresses the entire
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agreement of the parties with respect to the subject matter hereof.
9.4 GOVERNING LAW. This Agreement shall be governed by, and construed and
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enforced in accordance with, the laws of the State of Florida (without regard to
its rules of conflicts of laws).
9.5 NO THIRD PARTY BENEFICIARIES. Nothing in this Agreement, whether
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express or implied, is intended to or shall be construed to confer upon or give
any person not a party hereto any rights or remedies hereunder, whether as a
third-party beneficiary or otherwise.
9.6 SEVERABILITY. Should any clause or any other portion of this Agreement
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be determined to be void or unenforceable for any reason, such determination
shall not affect the validity or enforceability of any other clause or portion
of this Agreement, all of which shall remain in full force and effect, unless
the result of any such invalidity or unenforceability shall be to cause a
material failure of consideration to the party seeking to sustain the validity
or enforceability of the subject provision.
9.7 NOTICES. All notices and other communications hereunder shall be deemed
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to have been duly given on the date of receipt if delivered personally or three
(3) business days after deposit in the United States Mail, if in writing and
sent to the Company at its address provided following its signature to this
Agreement (Attention: [See Rider 9.7]), or to Executive at the address provided
following his signature to this Agreement, as the case may be, or to such other
address as one party shall have given to the other in accordance with this
provision.
9.8 EFFECT OF CAPTIONS AND HEADINGS. The captions and headings contained
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herein are for convenience only, do not constitute a part of this Agreement, and
shall not be used in construing it.
IN WITNESS WHEREOF, the parties have executed this Agreement, as an instrument
under seal, as of the day and year first written above.
[SEAL] "Company"
Attest: JW GENESIS FINANCIAL, CORP.
By:
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Secretary or Assistant Secretary --------------
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Address: 000 Xxxxx Xxxxxxx Xxxxxxx
Xxxxx 000
Xxxx Xxxxx, Xxxxxxx 00000
"Executive"
(SEAL)
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Address:
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Rider 1.1
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Leeds = The Company hereby enters into this Agreement to evidence and provide
for the employment of Executive as Chairman of the Board and President and Chief
Executive Officer of the Company. Consistent with the policies, guidelines, and
directives established or promulgated by the Board of Directors of the Company
(the "Board"), Executive shall be in complete charge of all operations of the
Company, with authority and responsibility for formulating and directing the
implementation of policies for the management of such operations. Executive
shall only be required to report directly to the Board. Executive agrees to
serve, without additional compensation, in a similar executive capacity with
subsidiaries of the Company and in such other executive capacities as may be
designated by the Board consistent with the positions, responsibilities, and
authority of Executive hereunder.
XXXXXXXXX = The Company hereby enters into this Agreement to evidence and
provide for the employment of Executive as Chief Operating Officer of the
Company and President of its institutional services subsidiary, Genesis Merchant
Group Securities LLC ("Genesis Securities"). Consistent with the policies,
guidelines, and directives established or promulgated by the Board of Directors
of the Company (the "Board"), Executive shall be in charge of the operations of
Genesis Securities and of supervising and coordinating such operations with the
activities of the Company's other business divisions and shall be consulted by
the Chief Executive Officer of the Company in connection with the development,
establishment, and implementation of policy and strategic initiatives for the
Company. Executive shall only be required to report directly to the Chief
Executive Officer of the Company and the Board of Directors of Genesis
Securities. Executive agrees to serve, without additional compensation, in a
similar executive capacity with subsidiaries of the Company and in such other
executive capacities as may be designated by the Board consistent with the
positions, responsibilities, and authority of Executive hereunder.
MARKS = The Company hereby enters into this Agreement to evidence and provide
for the employment of Executive as Executive Vice President and Chief Financial
Officer of the Company. Consistent with the policies, guidelines, and
directives established or promulgated by the Board of Directors of the Company
(the "Board"), Executive shall be responsible for financial affairs, including
financial reporting, banking relationships, financial planning and budgeting,
accounting, financial controls, and related functions of the Company, and,
together with the Chief Executive Officer of the Company, shall be directly
involved in the development and establishment of policy and strategic
initiatives for the Company. Executive shall only be required to report
directly to the Chief Executive Officer. Executive agrees to serve, without
additional compensation, in a similar executive capacity with subsidiaries of
the Company and in such other executive capacities as may be designated by the
Board consistent with the positions, responsibilities, and authority of
Executive hereunder.
RIDER 1.3
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XXXXXXXXX
1.3 RESIDENCE. Nothing contained herein shall require Xxxxxxxxx to change
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his place of residence from the environs of San Francisco, California during the
Term (defined below).
Rider 3.1A
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LEEDS = $ 500,000
XXXXXXXXX = $ 250,000
MARKS = $ 250,000
RIDER 3.1B
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XXXXXXXXX = COLA Adjustments shall be for San Francisco, California not US City
Average.
RIDER 3.2A
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Leeds = [50] %
XXXXXXXXX = [28.5] %
MARKS = [21.5]%
Rider 3.2B
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LEEDS = [35] %
XXXXXXXXX = [20] %
MARKS = [5]%
RIDER 3.4
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LEEDS = Not Applicable
[XXXXXXXXX = Executive and]
MARKS = Not Applicable
RIDER 4.1
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LEEDS = [and the Company shall pay the premiums on a term life insurance policy,
paying benefits of not less than $1,000,000, obtained and owned by Executive
covering his life, and with such beneficiaries thereunder as Executive may
choose to name from time to time]
XXXXXXXXX = Not Applicable
MARKS = Not Applicable
RIDER 4.2
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LEEDS = Without limiting the provisions of the foregoing paragraph, the Company
also shall: (a) provide to Executive a monthly automobile allowance of not less
than Seven Hundred Fifty Dollars ($750.00) to be used by Executive to purchase,
lease, or rent (in Executive's discretion) an automobile; (b) provide to
Executive a mobile telephone and mobile telephone service; (c) reimburse
Executive for expenses relating to Executive's use of the automobile for Company
business, including, without limitation, insurance, maintenance, fuel and other
such associated expenses, and for entertainment and other expenses incurred by
Executive in connection with or related to the Company's business (or the
advancement or development thereof); and (d) provide Executive with an annual
allowance of $10,000 to be used by Executive, in his discretion, to pay the
costs of financial, legal, or tax planning services obtained by Executive from
advisors of Executive's own selection or the costs of other programs, events, or
activities deemed by Executive to be appropriate or desirable in light of
Executive's standing in the community as a senior officer of an important
business. Executive shall submit appropriate records relating to such expenses
to receive reimbursement from the Company for such expenses, in accordance with
the Company's policy for senior executive officers; the Company acknowledges
that an extensive amount of business related travel will be required by
Executive to perform his duties hereunder.
XXXXXXXXX = Not Applicable
MARKS = Not Applicable
RIDER 6.1A
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LEEDS = $40,000
XXXXXXXXX = $20,000
MARKS = $20,000
RIDER 6.1B
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LEEDS = $40,000
XXXXXXXXX = $20,000
MARKS = $20,000
RIDER 9.7
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LEEDS = Xxxxxx X. Xxxxxxxxx
XXXXXXXXX = Xxxx X. Xxxxx
MARKS = Xxxxxx X. Xxxxxxxxx
