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Exhibit 10.113
EMPLOYMENT AGREEMENT
AGREEMENT made as of the 1st day of September, 1996, by and between
MEGO FINANCIAL CORP., a New York corporation (herein called "Company"), and
XXXXXX X. XXXXX (herein called "Employee").
BACKGROUND OF AGREEMENT
The Company and the Employee mutually desire to agree upon the terms of
the Employee's future employment with Company and are entering into this
Agreement to set forth all of such terms and agreement.
NOW, THEREFORE, the parties hereto, intending to be legally bound
hereby, and in consideration of the mutual covenants herein contained, agree as
follows:
1. EMPLOYMENT
The Company hereby employs the Employee, and the Employee
hereby accepts employment upon the terms and conditions set forth herein.
2. DUTIES
The Employee shall be an executive officer of the Company, and
his duties and powers in such capacity shall be such as may be determined by
the Board of Directors of the Company; provided that until action by the said
Board of Directors, the powers and duties shall be those of President of the
Company and its subsidiaries, and such powers and duties shall only be
determined so that they are at all times consistent with those of an executive
officer. During the term of this Agreement, the Employee shall also serve,
without additional compensation, as a Director or Officer of the Company or any
of its subsidiaries.
3. EXTENT OF SERVICES
Employee agrees to devote as much time to the Company's
business as necessary to fulfill his fiduciary responsibility. During the term
of this Agreement, Employee agrees not to be engaged in the operation of any
other business requiring any substantial amount of his
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business time, and except for such time as may be approved in connection with
the affairs of such other companies as are approved by the Board of Directors
of the Company. However, this provision shall not be deemed to prevent the
Employee from investing and managing his assets in such form or manner as will
not unreasonably interfere with the services to be rendered by Employee
hereunder, or to prevent him from acting as a director, trustee, officer of; or
upon a committee of, any other firm, trust or corporation where such positions
do not unreasonably interfere with the services to be rendered by the Employee
hereunder.
4. COMPENSATION
4.1 As compensation for all services rendered by Employee to
Company and its subsidiaries during the term hereof, Company agrees to pay and
Employee agrees to accept the Basic Salary (as hereinafter defined) set forth
in Section 4.2 hereof and the Incentive Bonus (as hereinafter defined) set
forth in Section 4.3 hereof. However, neither the provisions for the Basic
Salary or the Incentive Bonus nor any other provision of this Agreement shall
be deemed to preclude Employee from being eligible to receive, or to
participate in or to continue to participate in, any supplemental employee
benefits which the Board of Directors of the Company may, from time to time,
generally make available to, or provide for, executive and management employees
of the Company or of any one or more of its subsidiaries, including such
benefit plans as are now in force.
4.2 The Basic Salary (herein called "Basic Salary") for the
term of this Agreement shall be $300,000 per annum payable in agreed monthly
installments or otherwise as mutually agreed. Notwithstanding the foregoing,
the Employee's Basic Salary may be reduced in accordance with the provisions of
Section 6 below.
4.3 For each fiscal year of the Company, commencing with
fiscal 1997 and ending with fiscal 2001, the Employee shall receive, in
addition to the Basic Salary as hereinabove defined, a sum of money (herein
called the "Incentive Bonus") in an amount equal to two and one-half percent
(2-1/2%) of the Incentive Income of the Company as defined in, and calculated
pursuant to, the Executive Incentive Compensation Plan of the Company adopted
by the Company's Board of
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Directors on June 22, 1994, a copy of which is attached hereto as Exhibit "A".
Such amount shall be due and payable whether or not the Company's Executive
Incentive Compensation Plan shall be in effect for such fiscal year, and shall
be paid no later than ninety days after the amount of Incentive Income can be
calculated. Notwithstanding the foregoing, the Employee's Incentive Bonus may
be reduced or eliminated in accordance with the provisions of Section 6 below.
5. TERM
The term of this Agreement shall commence on September 1, 1996,
and shall continue until January 31, 2002.
6. DISABILITY
In the event that, while this Agreement is in force, Employee
shall become disabled for any reason whatsoever so as to prevent him from
performing his duties hereunder, and such disability shall continue for any
consecutive period of six months or more, Company shall pay and Employee shall
accept, from and after the end of such six-month period, (the "Disability
Date") for the balance of the remaining term of this Agreement, an annual
income benefit equal to one-half of the Basic Salary which was being received
hereunder by Employee at the commencement of such six-month period. During
such six-month period, Employee shall be entitled to compensation payable
pursuant to Section 4 hereof. In addition, for the fiscal year in which the
Disability Date may occur, the Incentive Bonus due and payable to the Employee
shall be reduced to an amount calculated by multiplying the amount of the
Incentive Bonus which would otherwise be due and payable to the Employee had he
not become disabled, by a fraction, the numerator of which is the number of
days from the commencement of the fiscal year through the Disability Date and
the denominator of which is 365. The Employee shall not be entitled to any
Incentive Bonus for a fiscal year commencing after the Disability Date.
7. EXPENSES
The parties recognize that in the course of performing his
duties hereunder, Employee will necessarily incur expenses in connection with
his duties. Company agrees to reimburse Employee upon
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presentation of vouchers for reasonable expenses incurred by Employee in
performance of his duties hereunder. Moreover, while this Agreement shall be
in force, Company shall provide Employee with appropriate offices, in Las
Vegas, Nevada, secretarial help, administrative staff and automobile and other
transportation facilities in Las Vegas.
8. VACATION
For and during each year of employment, Employee shall be
entitled to reasonable vacation periods consistent with his position with the
Company.
9. MEDICAL EXPENSES
In addition to any other benefits which may be due to Employee,
Company shall, to the extent that any medical insurance program established by
Company, the premiums for which are to be paid by the Company, shall be
insufficient to meet any medical expenses of Employee incurred from and after
September 1, 1996, and prior to January 31, 2002, expend and pay over or
reimburse to Employee the full amount by which such medical expenses shall
exceed the benefits provided by such insurance.
10. SITUS
This Agreement shall be governed by and construed in accordance
with the laws of the State of New York.
11. ENTIRE AGREEMENT
This Agreement constitutes the full and complete understanding
and agreement of the parties and, effective September 1, 1996, supersedes all
prior understandings and agreements between Employee and the Company or any of
its subsidiaries concerning the subject matter of this Agreement, and may not
be modified or amended orally, but only by an agreement in writing, signed by
the party against whom enforcement of any waiver, change, modification,
extension or discharge is sought.
12. BINDING EFFECT
This Agreement and all of the terms hereof shall be binding
upon and inure to the benefit of the parties hereto and their respective heirs,
successors, administrators and assigns.
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13. SEVERABILITY
In the event that is shall be determined, to the mutual
satisfaction of the parties hereto, or by a final order of a court of competent
jurisdiction, that any term or provision herein set forth is prohibited by, or
is unlawful or unenforceable under any applicable law of any jurisdiction, such
provision shall, as to jurisdiction, be ineffective to the extent of such
prohibition without invalidating the remaining provisions hereof.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the day and year first above written.
ATTEST: MEGO FINANCIAL CORP.
/s/ XXX X XXXXXXXX /s/ XXXXXX XXXXXXXXXXX
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Xxx X. Xxxxxxxx Xxxxxx Xxxxxxxxxxx
Secretary Chairman of the Board and
Chief Executive Officer
/s/ XXXXXX X. XXXXX
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Xxxxxx X. Xxxxx
Employee
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