EXHIBIT 10(o)
EMPLOYMENT AGREEMENT
DATE: September 24 , 1997
PARTIES: Credit Concepts, L.L.C., an
Oregon Limited Liability Company (hereafter "the Company")
Xxxxxxxx Xxxxxxx (hereafter "Xxxxxxx")
RECITALS:
A. The Company has been formed for the purpose of engaging in the
business of purchasing retail installment contracts;
B. The Company desires to employ and retain the unique experience,
abilities, and services of Xxxxxxx to manage the business of the Company;
X. Xxxxxxx desires to become employed by the Company.
AGREEMENTS:
NOW, THEREFORE, in consideration of the foregoing recitals and the
covenants and conditions contained herein to be kept and performed, IT IS
AGREED:
SECTION 1. EMPLOYMENT
1.1 TERM. The Company agrees to employ Xxxxxxx for a term
commencing on September 15, 1997, or at such later time as the Company
receives approval and commitment for financing from its bank, and continuing
for a period of five years, or until termination in accordance with Section 5.
1.2 DUTIES. Xxxxxxx accepts employment with the Company on the
terms and conditions set forth in this Agreement, and agrees to devote her
full time and attention to the performance of her duties under this Agreement.
Xxxxxxx shall perform such specific duties and shall exercise such specific
authority as may be assigned to Xxxxxxx from time to time by the Members of
the Company. In performing such duties, Xxxxxxx shall be subject to the
direction and control of the Members of the Company. Xxxxxxx further agrees
that she shall perform her duties faithfully, intelligently, and to the best
of her ability, and in the best interest of the Company.
SECTION 2. COVENANT NOT TO COMPETE
2.1 NONCOMPETITION. During the term of this Agreement, and for a
period of two years after the termination of employment with the Company for
any reason except for termination by the Company pursuant to Section 5.1 or
termination by expiration of the 5 year term of this Agreement, Xxxxxxx shall
not, within Lane, Linn, Xxxxxx, Xxxxxx, and/or Xxxxxxx Counties, Oregon,
directly or indirectly, (1) own as a proprietor, partner, shareholder, member,
or own an interest in; or (2) participate as an officer, director, or in any
other capacity in the management, operation, or control of; or (3) perform
services as or act in the capacity of an employee, independent contractor, or
consultant in any business that competes with a business conducted by the
Company on the date that Xxxxxxx'x employment with the Company terminates for
any reason.
2.2 INJUNCTION. Xxxxxxx agrees that it would be difficult to
measure damage to the Company from any breach by Xxxxxxx of Section 2.1, and
that monetary damages would be an inadequate remedy for any such breach.
Accordingly, Xxxxxxx Agrees that if Xxxxxxx shall breach Section 2.1, the
Company shall be entitled, in addition to all other remedies it may have at
law or in equity, to an injunction or other appropriate orders to restrain any
such breach, without showing or proving any actual damage sustained by the
Company.
SECTION 3. COMPENSATION
3.1 BASE COMPENSATION. In consideration of all services rendered
by Xxxxxxx to the Company, the Company shall pay base compensation to Xxxxxxx
the following amounts:
YEAR COMPENSATION
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1 $48,000.00 per year
2 48,000.00 per year
3 54,000.00 per year
4 54,000.00 per year
5 60,000.00 per year
The foregoing compensation shall be payable in monthly installments.
3.2 BONUS COMPENSATION. As additional compensation, the Company
shall pay bonus compensation to Xxxxxxx each year, as follows:
3.2.1 For year 1, a bonus equal to .85% of loans receivable booked
in the first year of Xxxxxxx'x employment provided that the foregoing amount
shall not exceed the gross amount of $15,000.00.
3.2.2 For year 2, a bonus equal to .85% of loans receivable booked
in the second year of Xxxxxxx'x employment provided that the foregoing amount
shall not exceed the gross amount of $20,000.00.
3.2.3 For years 3, 4 and 5, an amount equal to 6% of the net
profits from the operations of the Company after all chargeoffs. The formula
for determining the net profit of the Company shall be mutually agreed upon by
the Company and Xxxxxxx hereafter.
3.2.4 The bonus compensation referenced herein shall be paid semi-
annually. Calculation of the bonus due after six months of each year shall be
calculated based upon the volume of loans receivable or the net profits then
existing. The bonus compensation payable at the end of each year shall
account for the bonus compensation paid at the end of six months.
3.2.5 In the event Xxxxxxx'x employment is terminated pursuant to
Section 5, Xxxxxxx shall be entitled to receive bonus compensation which shall
be prorated based upon the period of actual service by Xxxxxxx.
3.3 WITHHOLDING. Base compensation and bonus compensation shall be
subject to customary withholding of income taxes, and shall be subject to
other employment taxes required with respect to compensation paid by a
corporation to an employee.
4. EXPENSES
Xxxxxxx shall be entitled to reimbursement from the Company for
reasonable expenses necessarily incurred by Xxxxxxx in the performance of
Xxxxxxx'x duties under this Agreement, upon presentation of vouchers
indicating in detail the amount and business purpose of each such expense.
5. TERMINATION
5.1 TERMINATION BY PRIOR NOTICE. The employment of Xxxxxxx by the
Company may be terminated by either the Company or by Xxxxxxx upon the giving
of 15 days prior notice to the other party.
5.2 TERMINATION BY MUTUAL AGREEMENT. This Agreement may be
terminated at any time upon the mutual written agreement of the Company and
Xxxxxxx.
5.3 IMMEDIATE TERMINATION. Employment of Xxxxxxx by the Company
may be terminated immediately in the sole discretion of the Members of the
Company upon the occurrence of any one of the following events:
5.3.1 In the event Xxxxxxx shall willfully and continuously fail or
refuse to comply with the policies, standards or regulations of the Company
from time to time established.
5.3.2 In the event Xxxxxxx shall be guilty of fraud, dishonesty, or
any intentional misconduct in the performance of Xxxxxxx'x duties on behalf of
the Company.
5.3.3 In the event Xxxxxxx shall suffer a disability. For purposes
of this Agreement, "disability" shall be defined as Xxxxxxx'x inability due to
physical or mental illness, or other cause, to perform the majority of
Xxxxxxx'x usual duties for a period of not less than 3 consecutive months.
SECTION 6. SEVERANCE PAY
In the event the Company elects to terminate Xxxxxxx'x employment
without cause pursuant to Section 5.1, the Company shall pay to Xxxxxxx as
severance pay a total of 3 months pay at Xxxxxxx'x then current salary, less
all amounts that are required to be withheld and deducted.
SECTION 7. VACATION
Subject to approval of time by the Company, Xxxxxxx shall be
entitled to one or more vacations totaling 10 working days in each year of
service provided, however, that Xxxxxxx shall not be entitled to take vacation
time during her first year of employment until after 8 months of service.
Xxxxxxx shall be entitled to one or more vacations totaling 15 working days
during her third, fourth, and fifth year of service.
SECTION 8. MISCELLANEOUS
8.1 DEFINITION. As used herein, the terms "year", "each year" or
"year of service" shall refer to a term beginning either on the original date
or anniversary date of employment and continuing for 365 days.
8.2 ATTORNEY FEES. In the event suit or action is filed to enforce
or interpret any of the provisions of this Agreement, the prevailing party
shall be entitled to recover from the other party all reasonable attorney fees
incurred at trial and on appeal.
8.3 ENTIRE AGREEMENT. This Agreement sets forth the entire
understanding of the parties with respect to the subject matter hereof, and
supersedes all prior agreements, whether oral or written, between the parties
with respect to the subject matter.
Credit Concepts, L.L.C., an
Oregon Limited Liability Company
By: /s/ Xxx X. Xxxxxx /s/ Xxxxxxxx X. Xxxxxxx
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Member Xxxxxxxx X. Xxxxxxx
