Exhibit 10.15
SEVERANCE AGREEMENT
This is a Severance Agreement ("the Agreement") by and between American
Bank ("the Bank"), and Xxxxxx X. Xxxxxxx ("Xxxxxxx").
WHEREAS, Xxxxxxx was employed by American Bank as its President and
Chief Executive Officer, starting work on the Bank's behalf prior to issuance of
its Charter, and most recently working for the Bank pursuant to an Employment
Agreement dated December 1, 1995; and
WHEREAS, Xxxxxxx is presently employed by American Bancshares, Inc.
("ABI") as its President and Chief Executive Officer, by Freedom Finance Company
as its President, and by ABI Capital Trust as its Administrator; and
WHEREAS, Xxxxxxx is presently serving on the Board of Directors of the
Bank, ABI, and Freedom Finance Company; and
WHEREAS, the Bank, ABI, and Freedom Finance Company wish to sever their
relationship with Xxxxxxx, and Xxxxxxx wishes to sever his relationship with the
Bank, ABI and Freedom Finance Company; and
WHEREAS, at a meeting on April 16, 1999, the parties negotiated the
terms of Anthony's separation from the Bank, and signed a term sheet indicating
those terms; and
WHEREAS, the Bank and Xxxxxxx have agreed to enter into this Agreement
to effect his severance as agreed during their meeting on April 16th, and to
describe with more formality the terms of his separation;
NOW THEREFORE, the Bank and Xxxxxxx, in consideration of the mutual
promises made in this Agreement, agree as follows:
1. Termination of Xxxxxxx Employment Relationships. Any employment
relationship between Xxxxxxx and the Bank, between Xxxxxxx and ABI, between
Xxxxxxx and Freedom Finance Company, and between Xxxxxxx and ABI Capital Trust,
will be permanently and irrevocably terminated effective April 30, 1999. Xxxxxxx
shall receive all compensation due him as an employee of these entities through
April 30, 1999. Xxxxxxx will resign his employment from these entities through
execution of the letter of resignation attached as Exhibit "A" to this
Agreement.
2. Termination of Xxxxxxx Directorships. Anthony's membership on the
Board of Directors of the Bank, ABI, and Freedom Finance Company, will be
permanently and irrevocably terminated effective April 30, 1999. Xxxxxxx shall
receive all compensation due him for service on the Boards of these entities
through April 30, 1999. Xxxxxxx will resign his memberships on these Boards
through execution of the letter of resignation attached as Exhibit "A" to this
Agreement.
3. Severance Pay. The Bank shall pay Xxxxxxx xxxxxxxxx pay in the
amount of ONE HUNDRED NINETY THOUSAND DOLLARS ($190,000.00), less all payroll
taxes required to be withheld by law. The Bank shall pay FICA tax on this
severance pay as required by law. This payment shall be made either in a lump
sum, or in equal installments over twelve (12) months, at Anthony's choice.
4. Modification of Anthony's Post Termination Covenants in his
Employment Agreement of December 1, 1995. There are certain post termination
covenants in Anthony's Employment Agreement of December 1, 1995. The covenant
not to compete is modified to the extent that the parties agree that it will be
applicable for a six month period of time, beginning in April, 1999 (in other
words, the covenant not to compete shall apply, in full force and effect, during
the months of May, June, July, August, September and October, 1999, expiring on
October 31, 1999).
5. Acknowledgements Relating to Return of Bank Property. The Bank and
Xxxxxxx both acknowledge that on April 19, 1999, Xxxxxxx returned his Bank-owned
car to the Bank. The Bank and Xxxxxxx both acknowledge that on April 19, 1999,
the Bank obtained from Xxxxx Xxxxxx, Anthony's attorney, certain Bank property
entrusted to Xxxxxx by Xxxxxxx, including but not limited to Anthony's Bank keys
and his Bank credit card(s).
6. Anthony's Limited Release. Xxxxxxx, in consideration of the payments
to him required by this Agreement, and in consideration of the other promises of
the Bank set forth herein, on his own behalf, and on behalf of his relatives and
heirs, executors, administrators and assigns, irrevocably and unconditionally
releases, waives and forever discharges the Bank, ABI, Freedom Finance Company,
and ABI Capital Trust, and any other related or affiliated corporations, and all
of their predecessors, successors and assigns, and all agents, directors,
officers, employees, representatives, insurance carriers, and attorneys, and all
legal and natural persons acting by, through, under or in concert with any of
them (collectively "Releasees"), of all claims relating to or arising from his
employment contracts with the Bank, specifically including his employment
contract dated December 1, 1995, and all claims relating to or arising from any
Bank policies providing severance pay benefits, and all other claims of any kind
for severance pay from the Bank, ABI, Freedom Finance Company, or ABI Captial
Trust. Xxxxxxx further acknowledges that the compensation and benefits
referenced in this Agreement shall be all of the compensation and benefits to
which he is entitled from the Bank, with the sole exception of compensation for
any claims for insurance benefits made prior to April 30, 1999; provided,
however, that nothing herein is intended to effect in any way Anthony's right to
stock options provided by prior contracts, or his right to any monies in his
401(k) account at the Bank, or his ownership interests in any American
Bancshares, Inc. stock, nor is anything in this Agreement intended to effect
Anthony's right to exercise, at his own expense, his COBRA rights, or any other
insurance conversion privileges provided by law, or by the insurance policies
themselves.
7. Mutual Non-Disparagement Commitment. Both the Bank and Xxxxxxx
desire that his separation be amicable in nature. To effect that intent, they
mutually commit not to disparage each other. More specifically, the Bank's
officers and directors will not disparage Xxxxxxx, or any bank that he forms in
the future, to third parties, and Xxxxxxx will not disparage the Bank, or its
officers and directors, to third parties. Xxxxxxx and the Bank will approach
this obligation in good faith, and have agreed that liquidated damages are
unnecessary to enforce their mutual non-disparagement commitment. Although
neither of the parties anticipates any future conduct violative of this
provision, they agree that if anything is said by one party that the other party
believes is a violation of this non-disparagement commitment, the offended
party, through counsel, will contact counsel for the other party, calling the
alleged disparaging remark to the attention of that party. In the event of a
violation of the non-disparagement commitment, appropriate corrective action
will be taken to eliminate, to the extent possible, repeat violations of the
commitment. If repeated violations occur, and/or appropriate corrective action
is not taken, or proves ineffective, a civil action may be brought to recover
any actual damages caused by breach.
8. Complete Agreement, Except as Provided. This Agreement contains the
entire agreement between the Bank and Xxxxxxx relating to his separation from
the Bank, and his separation from those entities related to or affiliated with
the Bank, with the exception of the post termination covenants set forth in the
employment agreement of December 1, 1995, which, as modified herein, shall
remain in full force and effect. Thus this Agreement supercedes the term sheet
for this Agreement signed by counsel for the parties on April 16, 1996, and any
other oral or written understandings or agreements relating to Anthony's
separation.
9. Governing Law. This Agreement shall be governed by the law of the
State of Florida.
XXXXXX X. XXXXXXX AMERICAN BANK
By: /s/Xxxxxx X. Xxxxxxx By: /s/ J. Xxxx Xxxx
Date: April 28, 1999 Date: April 29, 1999
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