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EXHIBIT 10.18
EMPLOYMENT CONTRACT BETWEEN XXXXXX X. XXXXXXXXX, XX.
AND COMMUNITY BANCSHARES, INC.
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STATE OF ALABAMA )
COUNTY OF XXXXXX )
A G R E E M E N T
THIS AGREEMENT
made and entered into on this the 9th day of December, 1995, by and between
XXXXXX X. XXXXXXXXX, XX., hereinafter known as and referred to as Party of the
first Part and Community Bancshares, Inc., a Delaware Corporation, hereinafter
known as and referred to as Party of the Second Part.
W I T N E S S E T H:
WHEREAS, the Party of the First Part is presently serving as
President, Chief Executive Officer and Chairman of the Board of Directors of
Community Bancshares, Inc.; Chief Executive Officer and Chairman of the Board
of its subsidiary, Community Bank, an Alabama banking corporation, and Chairman
of the Board of its subsidiary, Community Bank, a Tennessee banking
corporation, and all parties hereto deem it to be in the best interest of the
Party of the Second Part and the Party of the First Part that the said Employee
continue in these capacities.
NOW, THEREFORE, the parties hereto, in consideration of the premises
and the mutual covenants herein contained, do hereby agree as follows:
1.The Party of the Second Part agrees to employ Xxxxxx Xxx Xxxxxxxxx, Sr.,
to perform the duties and render the services herein provided, and Xxxxxx Xxx
Xxxxxxxxx, Sr., faithfully and diligently agrees to perform such duties and
render such services, for the period commencing on the 1st day of January,
1996, and ending on the 1st day of January, 2006. The intention of the parties
is that this Contract be for a term of Ten (10) years without the right of
either party to terminate. The Party of the Second Part hereby employs the
said Xxxxxx Xxx Xxxxxxxxx, Sr., to perform faithfully, duties assigned to him
as President and Chief Executive Officer and Chairman of the Board of Directors
of Community Bancshares, Inc.; Chief Executive Officer and Chairman of the
Board of its subsidiary, Community Bank, an Alabama banking corporation, and
Chairman of the Board of its subsidiary, Community Bank, a Tennessee banking
corporation.
2.The Party of the First Part agrees that he will at all times,
faithfully, industriously, and to the best of his ability, experience, and
talent perform all duties that may be required of and from him pursuant to the
expressed and implicit terms hereof. That the duties of said Party of the
First Part shall be those that are normally and customarily associated with the
positions held by the Party of the First Part. The Party of the First Part
shall exercise supervision of Community Bancshares, Inc., and its subsidiaries
and affiliates. In connection with the exercising of these duties, the Party
of the First Part will have full and complete freedom to organize, reorganize
and arrange the administrative and supervisory staff and other employees of the
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Party of the Second Part which in his judgment, best serves the Party of the
Second Part; that the administration of banking and business affairs of the
Party of the Second Part will be lodged with the Party of the First Part and
administered by him with the assistance of his staff and in accordance with and
within the Policy and guidelines adopted by the Board of Directors of the Party
of the Second Part. The Party of the First Part has full authority to make any
and all purchases of Assets, both fixed assets or otherwise, for or in behalf
of the Party of the Second Part as in the full descretion of the party of the
First Part. The Party of the First Part is to keep the Board of Directors of
the Party of the Second Part fully informed and advised on all business affairs
of the Party of the Second Part at all times. That the Party of the First Part
shall with the advice of the Board of Directors nominate, hire and fire all
Officers of the Party of the Second Part.
3.The Party of the Second Part shall pay the Party of the First Part the
sum of One Hundred Fifty Thousand Dollars and no/100 ($150,000.00) in twelve
equal payments and the sum of Three Hundred Thousand and no/100 dollars
($300,000.00) in one payment on January 15th of each year and will be paid One
Hundred Fifty Thousand and no/100 dollars ($150,000.00) bonus January 15 of
each year. The Party of the First Part shall also be paid board fees as other
board members as set from time to time by the Board of Directors. This
compensating package shall be increased no less than 10% of the compensating
package each December of said contract.
4.Expense Allowance. That the Party of the Second Part shall provide the
Party of the First Part with an expense account to cover expenses in the
discretion of the Party of the First Part.
5.Transportation Allowance. The Party of the Second Part shall provide t
he Party of the First Part during the term of this Contract an automobile of
his choice for the business and personal use of the Party of the First Part.
6.Civic & Social Clubs. That the Party of the Second Part shall pay such
dues for membership of the Party of the First Part in such civic and/or social
clubs or organizations at the discretion of the Party of the First Part.
0.Xxxx Insurance. The Party of the Second Part shall provide and pay to
the Party of the First Part the further sum of Ten Thousand and no/100
($10,000.00) dollars annually for life insurance of the choosing of the Party
of the First Part. Such life insurance policy or policies shall be the
property of the party of the First Part and he shall be the owner and designate
the beneficiaries thereon.
8.Vacation, Sick Leave and Disability. That the Party of the First Part
shall receive an annual paid vacation of four weeks and shall be entitled to
sick leave according to normal Company policy in that respect. In the event of
the disability of the Party of the First Part to the extent that he is
incapable of performing his duties, the Party of the First Part shall be
entitled to normal and usual salary and compensation for such period of
disability not to exceed 365 calendar days.
9.Professional Meetings. That the Party of the First Part may attend
normal, usual and customary, professional and educational
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meetings at the local, state, and national level and the expense of such
attendance to be incurred and paid by the Party of the Second Part.
00.Xx is understood by and between the parties (the Party of the Second
Part and Party of the First Part), that the business of the Party of the Second
Part is highly confidential to the Party of the Second Part and its customers
and in the event of the termination of Agreement of Employment by Party of the
Second Part or Party of the First Part, then the Party of the First Part shall
not compete against the Party of the Second Part in the business of banking
within a twenty-five (25) mile radius of any office of the company for a period
of two (2) years from the date of termination.
11.Severability. All agreements and covenants contained herein are
severable, and in the event any of them, with the exceptions of those contained
in Sections One and Three hereof, shall be held to be invalid by any competent
court, this contract shall be interpreted as if such invalid agreements or
covenants were not contained herein.
IN WITNESS WHEREOF, the parties have executed this Agreement at Blountsville,
Alabama, on this the 9th day of December, 1995.
ATTEST
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Xxxxx Xxxxx Xxxxxx Xxx Xxxxxxxxx, Sr.
Director PARTY OF THE FIRST PART
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