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EXHIBIT 10.132
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT ("Amendment") is entered
into by and between MEGO FINANCIAL CORPORATION, a New York corporation (the
"Company"), with its principal office located at 0000 Xxxxxxxx Xxxx, Xxx
Xxxxx, Xxxxxx 00000 and XXX X. XXXXXX (the "Employee") as of August 31, 1997.
BACKGROUND OF THE AGREEMENT
On July 7, 1995, the Company and the Employee entered into an EMPLOYMENT
AGREEMENT (the "Agreement") whereby the Employee was hired as a Vice President
and Associate General Counsel of the Company, pursuant to the terms of the
Agreement, for a period of time expiring on August 31, 1997.
The Company and the Employee desire to extend the term of the Agreement
pursuant to the terms and conditions of this Amendment.
In consideration of the foregoing and other good and valuable
consideration, the Company and the Employee hereby agree as follows:
1. Other than as modified by this Amendment, the terms and conditions of the
Agreement are hereby restated and ratified in full.
2. Duties and Performance - Section 2. of the Agreement is hereby amended by
adding thereto:
In addition to the above described duties, Employee shall serve as Vice
President and General Counsel of the Company's wholly owned subsidiary,
Preferred Equities Corporation.
3. Term - Section 3. of the Agreement is hereby amended by deleting the
existing Section in its entirety and replacing it with the following:
This Agreement shall commence on the 7th day of July, 1995 (the "Effective
Date"), and terminate on August 31, 2000, unless sooner terminated as provided
in this Agreement.
4. Compensation - Section 4. of the Agreement is hereby amended by deleting
the existing Section in its entirety and replacing it with the following:
4. Compensation.
(a) Unless otherwise agreed in writing by the Company and the
Employee, the Company shall pay to the Employee, in partial compensation of his
services, a salary of $175,000.00 per annum for each year of this Agreement (the
"Base Compensation"). The Base Compensation shall be payable in equal
installments, the frequency of which shall be determined by the Company, but in
no event less frequently than monthly. The Company shall withhold and pay over
to the appropriate
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governmental agency all payroll taxes (including income, social security and
unemployment compensation taxes) required by federal, state and local
governments having jurisdiction over the Company.
(b) Employee shall be included in the group of executives considered
for an annual bonus under the Company's Executive Incentive Compensation Plan.
Employee shall receive a minimum payment of $25,000.00 per year, payable on or
before January 15, of 1998 and 1999, whether or not any bonuses are payable
under said Executive Compensation Plan.
(c) In addition to the compensation described in Paragraph 4(a) and
(b) above, on or before September 10, 1997, the Company will grant a qualified
stock option to Employees under the Company's Key Employee Stock Option Plan
(the "Plan") for the purchase of 30,000 shares of the Company's Common stock at
an option price determined in accordance with the Plan. Employee acknowledges
that he has been provided with and is familiar with the Plan and terms and
conditions of the option.
(d) The Company hereby ratifies and affirms the grant of the
qualified stock option under the Plan in the amount of 25,000 shares of the
Company's common stock granted to Employee on April 29, 1997 at an option price
of $5.625 a share.
(e) So long as Employee is performing his duties hereunder, Employee
shall receive a monthly automobile allowance of $1,000.00 a month.
(f) Employee shall be entitled to such health, dental, medical,
disability, life and other insurance and 401(k) benefits as are provided to
other executives of the Company.
(g) In addition to the foregoing, Employee will be entitled to incur
reasonable expenses for promoting the business of the Company. The Company
shall reimburse the Employee for all such reasonable business expenses,
including cost of travel, meals and lodging while traveling and business
entertainment. The Company will make available to Employee a country club
membership at Spanish Trail Country Club, to be used for entertaining persons
in connection with the Corporation's business. the Company will pay all dues
and assessments associated with such membership and Employee will pay for
Employee's non-business related charges.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the 31st day of August, 1997.
COMPANY:
MEGO FINANCIAL CORPORATION
/s/ XXXXXX X. XXXXX
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By: Xxxxxx X. Xxxxx, President
EMPLOYEE:
/s/ XXX X. XXXXXX
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By: Xxx X. Xxxxxx
