Exhibit 10.F.4
SEVERANCE AGREEMENT AND RELEASE
This Severance Agreement and Release (this "Agreement") is made this 6th
day of March, 2001, between FINOVA Capital Corporation (the "Company") and
Xxxxxx X. Xxxxx ("Employee").
RECITALS
A. Employee has been an executive officer of the Company and certain of its
affiliates. In connection with that engagement, Employee has become a party to
certain compensation arrangements, including without limitation the (a)
Executive Retention Plan, (b) Executive Severance Plan -- Tier 2, (c) the
Executive Officer Group Salary Continuation Plan, and (d) the Executive Officer
Loan Program.
B. Employee is aware that the Company and certain affiliates intend to seek
protection of the bankruptcy courts to reorganize their debts. In connection
with those proceedings, the Company's obligations pursuant to executory
agreements are subject to rejection by the Company and claims in the bankruptcy
may be subject to uncertainty or delay. In addition, whether certain predicate
events will occur is uncertain at this time, which would provide Employee with a
claim for certain compensation if those events occurred.
C. In connection with Employee's termination, Employee and the Company
desire to settle and compromise with finality the compensation and claims that
Employee may have pursuant to the terms noted in this agreement.
Now, therefore, in consideration of the sums to be paid and the other
promises of the parties provided below, the parties agree as follows:
I. GENERAL
I.1. SEVERANCE DATE. Employee's Severance Date is March 5, 2001.
I.2. TIME FOR ACCEPTANCE. Employee may accept this Agreement within
forty-five (45) days from the date of this Agreement. If it is not accepted
within this time period, the Company's offer of these terms shall be
automatically revoked.
I.3. REVOCATION OF ACCEPTANCE. Employee may revoke acceptance of this
Agreement provided Employee does so in writing, addressed to Xxxxxxx X. Xxxxx,
Senior Vice President-Human Resources, FINOVA Capital Corporation, 0000 X.
Xxxxxxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxx 00000-0000, (telecopier 480/636-6757),
which revocation must be delivered by hand or telecopier within seven (7) days
of the date Employee signs a counterpart of this Agreement.
I.4. EFFECTIVE DATE OF AGREEMENT. The effective date of this Agreement will
be at 8:00 a.m. on the eighth (8th) day after the Company receives Employee's
signed Agreement, provided Employee has not previously revoked acceptance on or
before that date.
II. BASIC TERMINATION BENEFITS
The Basic Termination Benefits contained in this Part II will be provided
to Employee regardless of whether Employee enters into this Agreement, subject
to customary payroll deduction in accordance with Company policy.
II.1. SALARY. On or about the Severance Date, the Company will direct
deposit, mail or deliver to Employee any salary, wages or other compensation due
Employee through the Severance Date.
II.2. VACATION. The check noted in Section II.1 above will include payment
for any unused current and carry-over year vacation days earned through the
Severance Date, according to Company policy.
II.3. INSURANCE AND CONSOLIDATED OMNIBUS BUDGET RECONCILIATION ACT (COBRA)
BENEFITS. Employee's medical (including Executive Medical), vision, dental and
life insurance coverages in effect on the Severance Date will remain intact
through the end of the month in which Severance occurs. Employee may make any
changes to Employee's coverages under the Company's various insurance plans only
as permitted by such plans or as otherwise required by law. Employee shall
continue to be responsible for Employee's share of the premiums, co-payments,
deductibles and other Employee charges attributable to such coverage as if
Employee had remained in active service. Following the end of the month in which
Severance occurs, Employee, Employee's spouse and dependents have rights to
continue health care coverage at their expense but at the Company's group rates,
pursuant to the federal law commonly known as COBRA, for the period permitted by
that law. Employee will receive a separate letter more fully describing COBRA
benefits within fourteen (14) days of the Severance Date. Employee may continue
other insurance benefits (such as life insurance) or convert them to a personal
policy, in either case only to the extent permitted in such plans, if at all.
II.4. VESTED BENEFITS. Nothing in this Agreement shall limit Employee's
rights, if any, to vested and accrued benefits under the following plans, as
such plans may be amended or terminated by the Company from time to time:
a. The FINOVA Group Inc. Pension Plan, the Supplemental Executive
Retirement Plan or any other supplemental or other retirement plan.
b. The FINOVA Group Inc. Savings Plan (401(k) plan), including the former
Employee Stock Ownership Plan (ESOP).
c. The FINOVA Group Inc. 1992 Stock Incentive Plan, and all outstanding
stock option, restricted stock and stock appreciation rights issued
thereunder.
Employee may exercise rights and obtain payments and benefits pursuant to those
plans, as they may be amended from time to time. Nothing in this Agreement,
however, shall modify or amend any provisions of those plans or create rights of
Employee to participate in those plans or to receive any benefits thereunder,
other than those to which Employee is otherwise entitled to receive.
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II.5. SALARY CONTINUATION. Provided Executive executes and delivers to the
Company a release substantively identical to the one contained in Section V
below within 45 days of the date of this Agreement (and subject to a seven day
revocation period as noted above), Executive will be provided the benefits
offered under that plan. The salary continuation benefit under that plan will be
paid ten business days after delivery of that release, provided the release has
not been revoked within the seven day revocation period. Notwithstanding the
above, the release to be provided under this section will not limit Employee's
right to asset a claim in the bankruptcy court for any amounts due Employee for
the compensation and benefits provided for in Recital A or in Section II of this
Agreement to the extent not already paid. Payment of such amounts shall be
deemed to be a rejection of the severance benefits offered under Section III of
this Agreement. If this Agreement is accepted, the compensation and benefits of
this section will become void.
III. SEVERANCE BENEFITS
The following Severance benefits shall be provided to Employee in exchange
for acceptance and honor of this Agreement, subject to customary payroll
deduction in accordance with Company policy.
III.1. SEVERANCE PAY. Employee shall be paid a lump-sum cash payment equal
to Five Hundred Twenty Two Thousand and no/100ths dollars ($522,000.00), less
any applicable taxes, in lieu of amounts provided by Section II.5.
III.2. INSURANCE BENEFITS. Upon completion and return of the applicable
COBRA or similar enrollment paperwork, the Company will pay any applicable
premiums for medical, dental and vision insurance COBRA continuation coverage
for the Employee (and the Employee's covered spouse and eligible dependents)
through the 12th month anniversary of the end of the calendar month in which the
Severance Date occurs, for the coverage in effect as of the Severance Date (and
for any additional children born or adopted between then and the Severance
Date). The period during which the Company pays the Employee's medical insurance
COBRA premiums will not extend the period that such coverage is available. The
Employee must contact the Company Benefits Assistant within ten (10) days after
the Employee or spouse or dependents become enrolled in another group health
plan. The Company will also continue to provide executive medical coverage
substantially similar to that provided by the Company immediately preceding the
Severance Date.
III.3. OUTPLACEMENT SERVICES. The Company will provide Executive Level
outplacement services with a provider selected by the Company, to be used within
12 months of the Severance Date.
III.4. CONSULTING ENGAGEMENT. Employee shall be engaged as an independent
consultant (as such, "Consultant") for twelve months following the Severance
Date pursuant to the following terms:
(a) Consultant shall be engaged at the same rate as was Consultant's
base salary as an Employee in effect immediately preceding the Severance Date,
to be paid monthly on the first business day of the month.
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(b) Consultant shall make himself reasonably available during the term
of the engagement to provide transition assistance and advice, answer questions,
participate in legal matters as they may arise concerning the Company, its
affiliates and their business or legal affairs, including providing truthful
testimony, and such other matters as the Company reasonably requests. While the
parties contemplate that the majority of the matters to be provided by
Consultant can be handled from Consultant's then-present location, Consultant
agrees to make himself available at such other locations as are reasonably
required from time to time. The parties will attempt to schedule travel at
mutually acceptable times.
(c) Consultant shall be reimbursed for all out-of-pocket expenses
incurred by Consultant in connection with this engagement promptly following
submission of documentation in accordance with Company's expense reimbursement
policies.
(d) Consultant shall be solely responsible for compliance with law
relating to Consultant's engagement, including without limitation payment of all
taxes.
(e) Such other terms as are mutually acceptable to the Company and
Employee.
III.5. The Company shall pay for financial counseling services similar to
those available to the Employee for one year following the Severance Date.
III.6. The Company shall pay one year of premiums for life insurance
benefits at the Employee's elections as of the Severance Date.
III.7. The Employee shall be permitted to repay the outstanding principal
balance of Employee's loan under the Executive Officer Loan Program as follows:
(a) Employee has requested that all amounts due under this Agreement
be used to satisfy the principal balance of Employee's loan on the Effective
Date. These amounts shall be deducted from proceeds payable to Employee pursuant
to this Agreement.
(b) The remaining principal and accrued interest shall be repaid over
three years, in equal installments on a quarterly basis, on the first business
day of each calendar quarter. The loan may be prepaid at any time without
additional charges or penalty.
IV. COVENANTS AND ADDITIONAL TERMS
IV.1. TIMING OF SEVERANCE BENEFITS.
A. If this agreement is executed by Employee and delivered to Xx. Xxxxx by
12:00 Noon March 6, 2001, the Company will wire that day to Security Title
Agency, Inc., 0000 X. Xxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxx, XX 00000, Attn: Xxxxxxx
XxXxxxxx, 000-000-0000, as escrow agent, the sums due pursuant to Sections III.1
and III.4 above. The escrow agent shall disburse the funds as follows:
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(a) If Employee has revoked acceptance of this Agreement on or before
the Effective Date, as noted in Section I.4 above, then all funds, less the
reasonable and customary charges of the escrow agent, shall be returned to the
Company.
(b) If Employee has not revoked acceptance of this Agreement by the
Effective Date, the escrow agent shall disburse the full amounts due Employee
pursuant to Section III.1 within one business day following that date, in good
funds.
(c) Escrow agent shall disburse to Employee one twelfth of the funds
due pursuant to Section III.4 each month following the Effective Date, on the
first business day of the month.
(d) The escrow agent shall hold the funds in an interest-bearing
account. Interest on the account shall be first applied to the fees and expenses
of the escrow agent. Any remaining funds in escrow after payment of such
expenses and all amounts owed to Employee shall be paid to the Company. Employee
will have no right to claim any interest accrued on the account.
(e) If the Company advises the escrow agent that Employee has breached
his duty to provide the consulting services as provided in Section III.4 above,
escrow agent shall suspend payments to Employee under that section. The
Company's notice shall set forth the reasons why it believes Employee has
breached his obligations. Escrow agent shall notify Employee of that suspension
within 5 days of receipt of that notice from the Company. Employee shall have 15
business days, after delivery of that notice to Employee's residence or to
Employee in person, to set forth the reasons why Employee believes the
suspension was not warranted. If no such objection is received by escrow agent
within that period, the escrow agent will return to the Company all funds held
on escrow pursuant to Section III.4, less the charges of the escrow agent,
within 5 business days following the expiration of that period. If an objection
is received, the escrow agent shall continue to hold those funds in escrow until
otherwise advised by written agreement of the parties or order of an appropriate
court or arbitrator.
(f) Employee acknowledges that the funds to be deposited into the
escrow account will be net of applicable withholding taxes as if such income
were received in the year 2001 for amounts pursuant to Section III.1. Consultant
shall be responsible for payment of all taxes due on the compensation to be paid
under Section III.4.
(g) The Company shall bear all costs of the escrow agent except as
otherwise agreed to by the parties or as ordered by a court or arbitrator. In
the event of breach of this Agreement, the court or arbitrator shall award the
expenses of this escrow arrangement to the prevailing party, in addition to any
other damages to which that party shall be entitled.
(h) The parties shall cooperate to negotiate in good faith and to
execute appropriate escrow instructions to more fully govern those escrowed
funds, consistent with the terms of this Agreement.
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B. If Employee does not execute this Agreement by the date and time noted
above, then no escrow arrangements will be established, except as noted below,
and payments shall be made directly by the Company at the times otherwise called
for under this Agreement. Amounts due under Section III.1 will be paid on the
Effective Date, and amounts due on under Section III.4 will be paid monthly as
noted above, except to the extent any payments hereunder are required to be
approved by a court in the proceedings noted in the recitals above, in which
case the payments will be made to the extent approved following receipt of that
approval. The Company will escrow the base salary amount that would be paid to
Employee pursuant to the Executive Officer Group Salary Continuation Plan, to be
paid as provided in Section II.5 above.
IV.2. FORM W-2 OR 1099. FINOVA will issue to the Internal Revenue Service
("IRS") and the Employee's state appropriate Forms W-2 or 1099 for all monies or
other benefits paid to Employee under this Agreement.
IV.3. EXPENSE REIMBURSEMENT/OFFSET RIGHTS. If Employee has incurred
expenses prior to the Severance Date in accordance with Company policies and
with proper approvals, and provided Employee documents such expenses on a
properly completed expense reimbursement in a form approved by the Company, the
Company shall reimburse Employee for such authorized expenses. Notwithstanding
anything in this Agreement to the contrary, to the extent permitted by law, the
Company may direct any expense reimbursements, Severance pay or other amounts
due Employee to any person or entity (including the Company) to which any
expenses or other amounts are owed by the Employee, including without limitation
any credit card companies or other vendors which have extended credit to the
Employee through Company-sponsored programs. The ability of the Company to do so
shall not relieve the Employee of Employee's obligation to pay any such vendor,
except to the extent actually applied to the account balance.
IV.4. CONFIDENTIALITY OF FINOVA INFORMATION. Employee agrees not to
disclose, duplicate, use or otherwise appropriate any information that is
confidential or proprietary to the Company, except as otherwise required by law.
Confidential or proprietary information includes but is not limited to computer
programs, applications, systems, techniques, policies, strategies, financial
information, customer information or lists, methods of doing business or any
other information Employee has learned or obtained during the course of
employment with the Company or any of its predecessors. Upon Severance, Employee
shall immediately turn over to the Company all Company property and other
materials generated by Employee during employment or used by Employee in
connection with employment at the Company or any of its predecessors, including
copies thereof, in Employee's possession or control. Employee represents and
understands that Employee is not entitled to receive any amounts under this
Agreement until all confidential and proprietary information within Employee's
possession or control is returned to the Company. Employee agrees not to discuss
FINOVA business or the terms of this Agreement with the media.
IV.5. CONFIDENTIALITY OF THIS AGREEMENT. Employee agrees not to disclose
the terms of this Agreement to anyone other than Employee's attorney, accountant
or other professional advisors, or Employee's family members, requiring any of
them to also keep these terms confidential, except as required by law.
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IV.6. ENTIRE AGREEMENT. Employee agrees that Employee is not relying on any
representations, promises, statements or agreements not contained in or
incorporated by reference into this Agreement or in the other written materials
furnished in connection with this Agreement or Employee's Severance. Employee
agrees that this Agreement, including the escrow agreement, and any documents
incorporated by reference are all-inclusive and that no additional oral or
written representations, promises or agreements exist with the Company, the
persons or entities referenced in the release paragraphs below or any one else
concerning the subject matter hereof. This Agreement can not be modified,
amended, terminated or otherwise changed unless it is done so pursuant to a
written document or documents signed by both the Employee and the Company's
Senior Vice President-Human Resources (currently Xxxxxxx X. Xxxxx) or other
person authorized by the Company's Chairman.
IV.7. ADVICE OF COUNSEL. Employee acknowledges that Employee has been
advised to consult with an attorney to review the terms and legal effect of this
Agreement, including the release, at Employee's expense, and that Employee has
been given a sufficient opportunity to do so to the extent Employee believes it
appropriate.
IV.8. NO OTHER AMOUNTS OR BENEFITS DUE EMPLOYEE. Employee acknowledges that
there are no other sums due Employee for salary, overtime, vacation, sick pay,
severance pay, change-in-control pay, bonuses or other compensation or benefits
by the Company or any of its predecessors or their affiliates except for: (a)
the Basic Termination Benefits set forth in Part II, (b) the Severance Benefits,
(c) any compensation to be paid prior to the Severance Date, (d) Employee's
vested and accrued benefits (if any), as discussed more fully in Section II.4
above, and (e) rights to indemnification and directors' and officers' liability
insurance pursuant to the Company's organizational documents, written agreement
or otherwise. Without limitation, Employee acknowledges that there are no other
amounts due Employee pursuant to the items noted in Recital A of this Agreement.
IV.9. RESIGNATION FROM ALL POSITIONS. Employee hereby resigns as of the
Severance Date from all positions Employee holds with the Company and all of its
affiliates, plans and programs, including without limitation any positions as a
director, officer and committee member. Employee agrees to execute the
resignation in the form attached hereto to more fully acknowledge this
resignation.
IV.10. NO SOLICITATION. Employee agrees not to directly or indirectly
solicit for employment any FINOVA employees for one year from the Severance
Date. This prohibition includes directing others to solicit FINOVA employees,
either for the benefit of Employee, Employee's subsequent employer, or
otherwise.
V. RELEASE FROM LIABILITY
V.1. RELEASE:
a. Subject to the terms of this Agreement and in consideration of the
Severance Benefits set forth above, Employee voluntarily and irrevocably (except
for the seven (7) day revocation period noted above) releases and discharges the
Company, its predecessors, their respective affiliates, and their respective
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stockholders, directors, officers, employees, plan fiduciaries, agents,
successors and assigns (collectively, "Released Parties") from and against any
and all claims, obligations, debts, demands, judgments, or causes of action of
any kind whatsoever, known or unknown, actual or contingent, whether brought at
law, in equity or otherwise, based on tort, contract, statute, or on any other
basis, which Employee has or may have against any of them or liabilities they
may have to Employee (collectively, "Claims"), which arise from or are related
to Employee's employment or relationship with the Company or any other Released
Party, Employee's separation from employment from any of them, or any other
matter, cause or thing whatsoever which may have occurred involving Employee and
any Released Party prior to the date of Employee's acceptance of this Agreement.
This release includes all Claims for equitable relief, actual, compensatory,
consequential, punitive, special, multiple or other damages, expenses (including
without limitation attorney's fees and court costs), and all other
reimbursements or charges of any kind. Employee hereby waives any remedy or
recovery that may be sought on Employee's behalf by any government agency or
other person, to the fullest extent permitted by law.
b. This release includes without limitation any and all Claims Employee has
or may have against the Company or any other Released Party arising under any
federal, state, local or foreign statute, common or other law, including without
limitation those relating to discrimination of any type, unfair employment
practices, sexual or other harassment, the Age Discrimination in Employment Act
of 1967, the Americans With Disabilities Act, the Civil Rights Acts of 1866,
1871, 1964 and 1991, the Equal Pay Act of 1963, the Employee Retirement Income
Security Act of 1974, the Internal Revenue Code of 1986, the Fair Labor
Standards Act of 1938, the Family and Medical Leave Act of 1993, the Labor
Management Relations Act of 1947, the National Labor Relations Act, the
Rehabilitation Act of 1973, and any other employment-related laws and
regulations, as they may be amended from time to time, as well as all other
Claims Employee has or may have, including without limitation misrepresentation,
fraud, duress, unfair dealing, wrongful termination, infliction of emotional
distress, breach of fiduciary or other duty, invasion of privacy, failure to
supervise or train, defamation, breach of contract, interference with contract,
and all other causes of action of any kind, by whatever name known.
c. Employee agrees to release all such Claims, whether they are known to
Employee or unknown at this time. Employee therefore waives and releases
Employee's rights under any provision of law which states that a general release
does not extend to Claims which the person does not know or suspect to exist in
his or her favor at the time of executing the release, which if known to him or
her must have materially affected the settlement.
V.2. CONTINUING RIGHTS TO ENFORCE THIS AGREEMENT. The above release does
not limit Employee's rights to enforce the terms of this Agreement to its
fullest extent. Employee agrees, however, not to initiate or include as a Claim
in any lawsuit, arbitration or other proceeding against the Company or any other
Released Party in any court, before any governmental body, arbitration forum or
otherwise, any Claim which Employee has released above, except for an action
alleging a breach of this, but only this Agreement. In the event that Employee
or the escrow agent is required to return all or a portion of the funds due
under this agreement to or for the benefit of the Company or its creditors,
Employee shall be permitted to assert a claim against the Company for amounts
Employee can establish to be due to Employee pursuant to those items noted in
Recital A and Section II above, but no others. Employee intends to release all
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other claims Employee may have against the Company at this time. Nothing in this
release limits Employee's rights or claims relating to the matters listed in
Section IV.8 above.
V.3. PROHIBITION ON OTHER SUITS/ATTORNEY'S AND EXPERT'S FEES. If Employee
brings any such Claim (except one to enforce this Agreement), Employee agrees to
repay the Company an amount equal to the Severance Benefits and to pay all of
the Company's and other Released Parties' costs expenses and charges (including
without limitation their in-house and outside attorneys' and experts' fees and
expenses) incurred in defending such Claim or enforcing this Agreement.
VI. MISCELLANEOUS
VI.1. NO ADMISSION OF LIABILITY. Employee agrees that nothing contained in
this Agreement or otherwise shall constitute or be construed as an admission of
any alleged liability or wrongdoing by the Company. The Company denies that it
has ever engaged in any wrongdoing of any kind with respect to Employee.
VI.2. SEVERABILITY. Should any part or interpretation of this Agreement be
declared by any court or arbitrator of competent jurisdiction to be illegal or
invalid, the remainder of this Agreement shall remain valid and in effect, the
invalid provision shall be deemed to conform to a valid provision most closely
approximating the intent of the invalid provision, and the invalid provision
shall not be deemed to be a part of this Agreement.
VI.3. GOVERNING LAW. This Agreement shall be governed by and construed in
accordance with the laws of the State of Arizona, without regard to its choice
of law principles; provided, however, to the extent that Federal laws of the
United States control interpretation or enforcement of this Agreement, such
Federal law shall control.
VI.4. SEVERANCE PAY PLAN. This Agreement contains provisions greater than
those offered by The FINOVA Group Inc. Executive Severance Pay Plan (the
"Plan"), in which the Company participates. To the extent the provisions of this
Agreement differ from the Plan, the terms of this Agreement shall control. The
remaining terms of the Plan are hereby incorporated by reference. A copy of the
Plan as currently in effect has been furnished to Employee.
VI.5. SUCCESSORS AND ASSIGNS. This Agreement is binding on and shall inure
to benefit of the parties hereto and their respective successors, heirs,
personal representatives and assigns.
VI.6. ARBITRATION. The parties irrevocably agree that any disputes,
controversies or claims they may have arising out of this agreement shall be
settled by binding arbitration pursuant to the rules of the American Arbitration
Association for employment disputes. The matter shall be heard by a single
arbitrator in Maricopa County, Arizona. The arbitrator shall award the
prevailing party its costs, attorney's fees and disbursements (including those
of in-house counsel) and other damages. The decision of the arbitrator shall be
final, except as otherwise required by law.
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VI.7. WAIVER OF JURY TRIAL. EMPLOYEE AND COMPANY HEREBY WAIVE THEIR
RESPECTIVE RIGHTS TO A JURY TRIAL IN ANY PROCEEDINGS ARISING OUT OF OR RELATED
TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF.
DATED: As of the date and year first noted above.
FINOVA CAPITAL CORPORATION
By: /s/ Xxxxxxx X. Xxxxx
--------------------------------------------
Title: Senior Vice President-Human Resources
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ACCEPTANCE OF SEVERANCE AGREEMENT AND
RELEASE BETWEEN FINOVA CAPITAL CORPORATION AND XXXXXX X. XXXXX,
DATED MARCH 6, 2001.
I AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THE ABOVE SEVERANCE
AGREEMENT AND RELEASE, INCLUDING THE RELEASE FROM LIABILITY INCLUDED IN THE
AGREEMENT. I HAVE CAREFULLY READ AND UNDERSTAND THE PROVISIONS OF THIS
AGREEMENT. I HAVE HAD AN OPPORTUNITY TO REVIEW THIS AGREEMENT WITH AN ATTORNEY
AND OTHER ADVISORS OF MY CHOICE, AND I HAVE BEEN ADVISED TO DO SO. I ENTER INTO
THIS AGREEMENT FREELY AND VOLUNTARILY. I INTEND TO BE LEGALLY BOUND BY THESE
TERMS. I FOREVER WAIVE MY RIGHTS TO A JURY TRIAL AND CONSENT TO BINDING
ARBITRATION. I UNDERSTAND THAT I MAY REVOKE THIS AGREEMENT AT ANY TIME WITHIN 7
DAYS OF THE DATE OF MY ACCEPTANCE OF THESE TERMS, provided I deliver by hand or
facsimile a written signed statement to Xxxxxxx X. Xxxxx, Senior Vice
President-Human Resources, FINOVA Capital Corporation, 0000 X. Xxxxxxxxxx Xxxx,
Xxxxxxxxxx, XX 00000-0000, (000) 000-0000, within that time period. I have
signed this release before a witness who is at least 21 years of age.
Date: 3/6/01
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Signature: /s/ Xxxxxx X. Xxxxx
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Witness Signature: /s/ Xxxxxxx Xxxxxxxxx
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Witness Name: Xxxxxxx Xxxxxxxxx
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Witness Address: c/o FINOVA
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THIS IS A RELEASE AND LEGAL AGREEMENT
READ CAREFULLY BEFORE SIGNING
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March __, 2001
RESIGNATION
Board of Directors
FINOVA Capital Corporation
Ladies and Gentlemen:
I hereby resign as a director, officer and/or committee member of FINOVA Capital
Corporation and all its subsidiaries or other affiliates and their respective
plans, to be effective as of the date hereof.
Signature: /s/ Xxxxxx X. Xxxxx
---------------------------------
Xxxxxx X. Xxxxx
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