EMPLOYMENT AGREEMENT between FEDERAL NATIONAL MORTGAGE ASSOCIATION and DAVID O. MAXWELL
Exhibit 10.24
CONFIDENTIAL AND LEGALLY PRIVILEGED
between
FEDERAL NATIONAL MORTGAGE ASSOCIATION
and
XXXXX X. XXXXXXX
TABLE OF CONTENTS
Page | ||||
A.
EMPLOYMENT TERM |
2 | |||
1. Term and Duties |
2 | |||
2. Annual Salary |
3 | |||
3. Employee’s Rights Under Certain Plans Now or Hereafter in Effect |
3 | |||
4. Termination Without Cause or Termination or Resignation Upon a Change in Control |
10 | |||
5. Termination by Employee; Breach by Employee |
13 | |||
6. Resignation as Board Member |
15 | |||
B. DISABILITY |
16 | |||
7. Disability |
16 | |||
C. RETIREMENT |
17 | |||
8. Retirement |
17 | |||
D. DEATH |
18 | |||
9. Death |
18 | |||
E. Miscellaneous |
19 | |||
10. Enforcement of Agreement |
19 | |||
11. Assignment by Employee |
19 | |||
12. Waiver |
20 | |||
13. Notice |
20 | |||
14. Applicable Law |
20 | |||
15. Taxes |
20 | |||
16. Benefit |
21 | |||
17. Entire Agreement |
21 |
THIS EMPLOYMENT AGREEMENT, effective as of the 21st day of November, 1989, by and between the
FEDERAL NATIONAL MORTGAGE ASSOCIATION (the “Corporation”) and XXXXX X. XXXXXXX (“Employee”),
WITNESSETH THAT:
WHEREAS, Employee has been employed by the Corporation as the Chairman of its Board of
Directors (the “Board”) and Chief Executive Officer continuously since May 21, 1981;
WHEREAS, the terms and conditions of Employee’s employment by the Corporation are set forth
in an Employment Agreement, dated as of November 15, 1988 (the “Employment Agreement”); and
WHEREAS, in view of the Corporation’s outstanding operating results the Corporation desires to
amend and extend the term of the Employment Agreement; and
WHEREAS,
the terms of this Agreement were duly approved and authorized for and on behalf of the Corporation by the Board at a meeting held on November 21,
1989, at which meeting a quorum was present and voted, and the Chairman of the Compensation
Committee of the Board was authorized to finalize and enter into this Agreement with Employee on
behalf of the Corporation;
NOW, THEREFORE, in consideration of the foregoing and of the mutual promises and covenants
herein contained, the parties hereto agree to substitute the provisions of this Agreement, in their
entirety, for the provisions of the Employment Agreement.
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A. EMPLOYMENT TERM
1. | Term and Duties |
(a) The Corporation hereby agrees to employ Employee as Chairman of the Board and
Chief Executive Officer of the Corporation, and Employee hereby agrees to serve in
such capacity, upon the terms and conditions herein contained, for a term ending on the
later of (i) January 31, 1991 and (ii) the last day of the month in which a successor
Chief Executive Officer of the Corporation is employed and assumes the duties of his
office, but not later than the last day of the month in which is held the Annual
Meeting of the Stockholders of the Corporation in 1991. As used
in this Agreement, “Employment Term” shall mean the period of time from November 21,
1989 until the later of (i) January 31, 1991 and (ii) the last day of the month in
which a successor Chief Executive Officer of the Corporation is employed and assumes
the duties of his office, plus any extension of such period pursuant to Paragraph l(c)
below or otherwise pursuant to the written agreement of the parties.
(b) Employee shall perform such duties for the Corporation as may be determined
from time to time by the Board; provided, that such duties are reasonable and
customary for a chairman and chief executive officer and do not require Employee to
relocate his residence from Washington, D.C.
(c) The Corporation and Employee acknowledge that the Employment Term may be
extended for an additional period by mutual written agreement.
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2. | Annual Salary |
(a) During the Employment Term, the Corporation shall continue to pay to Employee an
annual base salary of not less than $650,000, payable in equal bi-weekly installments on the same
dates the other officers of the Corporation are paid. Employee’s base annual salary payable
pursuant to this Paragraph (including any increases therein approved by the Board pursuant to this
Paragraph) is hereinafter referred to as “Employee’s Basic Compensation.”
(b) The Corporation and Employee acknowledge that the Board shall, from time to time, review
Employee’s Basic Compensation and may increase (but in no event decrease) such payments by such
amounts as the Board deems proper. The criteria which the Board may take into consideration in
providing for any such increases are the base compensation payable to chairmen and chief executive
officers of comparable financial institutions, Employee’s ability and performance, the success
achieved by the Corporation, the total economic return to the Corporation’s shareholders,
increases in the cost of living, the relationship of the Corporation to its constituents and the
public and all such other criteria as the Board may deem relevant.
3. | Employee’s Rights Under Certain Plans Now or Hereafter in Effect |
(a) Executive Pension Plan. Employee and the Corporation acknowledge that Employee
previously waived any and all rights which he or his surviving spouse may have had under the
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Deferred Compensation Contract (formerly called the “10-Year Deferred Compensation Agreement
Program”) and under the Retirement Supplement Award Plan (formerly called the “Incentive
Performance Annuity Plan”), and that the Corporation has designated Employee as a participant in
the Executive Pension Plan of the Federal National Mortgage Association (the “Executive Pension
Plan”). Notwithstanding any of the provisions of the Executive Pension Plan to the contrary, the
following provisions shall apply to Employee:
(i) | Employee’s Pension Goal under the Executive Pension Plan shall at all times be equal to at least 60% of his High-Three Total Compensation, as such terms are defined in the Executive Pension Plan, and as modified by this Paragraph 3; | ||
(ii) | Employee’s High-Three Total Compensation shall be determined by reference to the three (3) calendar years or partial calendar years of employment, whether or not consecutive, preceding his termination of employment for any reason or death while employed by the Corporation during which his Total Compensation, as defined in Subparagraph 3(a)(iii) below, was the highest; | ||
(iii) | Employee’s “Total Compensation” means Employee’s Basic Compensation, including amounts deferred by Employee under the Federal National Mortgage Association Optional Deferred Compensation Plan, and any successor plan or plans thereto, and amounts which, pursuant to the election of Employee, the |
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Corporation has contributed to any cash or deferred arrangement qualified under Section 401(k) of the Internal Revenue Code. Total Compensation shall also include (A) 100% of any cash bonuses awarded to Employee by the Corporation, pursuant to the terms of the Federal National Mortgage Association Annual Incentive Plan (the “Annual Incentive Plan”) or otherwise, with respect to the calendar year in which it is earned and (B) 100% of the amount of any cash paid and the fair market value on the date of delivery of any stock transferred to Employee pursuant to the terms of the Performance Share provisions of the Federal National Mortgage Association Stock Compensation Plan, or any successor plan, with respect to the calendar year in which such cash and stock is paid and delivered; provided, however, that for purposes of the Executive Pension Plan 100% of any cash and stock paid and delivered with respect to the 1988-1990 award cycle shall be deemed to have been paid and delivered in 1990, and 100% of any cash and stock paid and delivered with respect to the 1989-1991 award cycle shall be deemed to have been paid and delivered in 1991. Employee’s Total Compensation shall not include any cash or the fair market value of any stock paid to Employee pursuant to the terms of the Federal National Mortgage Association 1984 Stock |
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Option Plan or the Stock Option or Restricted Stock provisions of the Federal National Mortgage Association Stock Compensation Plan, or any successor plans; | |||
(iv) | The Corporation acknowledges that Employee has previously satisfied the requirements for full vesting in the benefits afforded under the Executive Pension Plan as modified by this Paragraph 3; | ||
(v) | At the termination of his employment for any reason, Employee shall be paid the actuarially equivalent value of the benefits due under the Executive Pension Plan, as modified by this Paragraph 3, in the form of a single lump cash sum determined on the basis of a joint and 100% survivor annuity as provided in such plan and the actuarial assumptions used in funding the Federal National Mortgage Association Retirement Plan for Employees Not Covered Under Civil Service Retirement Law for the year ending December 31, 1981, which assumptions included an interest rate of 6%, or such assumptions in effect on the date of Employee’s termination of employment, if more favorable to Employee; | ||
(vi) | If Employee dies before the commencement of payments to him under the Executive Pension Plan, his Surviving Spouse, as such term is defined in such plan, if any, shall be paid in a single lump cash sum an amount equal to the amount that would have |
7
been due Employee under the Executive Pension Plan, as modified by this Paragraph 3, had he terminated employment on the day prior to his date of death; | |||
(vii) | No actuarial reduction based on age shall be applied against any benefits payable to Employee or his Surviving Spouse under the Executive Pension Plan; | ||
(viii) | Employee or his Surviving Spouse, if any, shall be paid his or her entire benefits under the Executive Pension Plan in cash within ten (10) days after the date of Employee’s termination of employment for any reason or death, as applicable, regardless of the age of Employee or his Surviving Spouse at such time; and | ||
(ix) | No amendment of the Executive Pension Plan shall decrease the benefits to which Employee or his Surviving Spouse, if any, would have been entitled under such plan as in effect on the date hereof and modified by this Paragraph 3. |
(b) Stock Options. Employee shall have the right to
exercise any vested Incentive Stock Option and any vested Non-qualified Stock Option, whenever
granted, until it expires by its terms, regardless of whether Employee is employed by the Corporation at the time of such exercise or cancellation. All stock options granted as of July 15, 1986
that shall not already be vested on January 31, 1990 shall vest on such date if Employee is still
employed by the Corporation under this Agreement on such date.
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All stock options granted as of November 15, 1988 that shall not already be vested on January 31,
1991 shall vest on such date if Employee is still employed by the Corporation under this Agreement
on such date.
(c) Annual Incentive Plan. Employee’s Maximum Potential Award as such term is
defined in the Corporation’s Annual Incentive Plan for each year during the Employment Term shall
be at least 80% of Employee’s Basic Compensation. The amount to be paid with respect to such Award
for each such year shall be determined by the extent to which any Corporate Goals, as such term
is defined in such plan, are attained. Employee’s Award to be earned in any year after 1990 in
which Employee is not employed by the Corporation under this Agreement for the full year because of
the expiration of the Employment Term, but in which he is employed for at least five (5) months of
such year, shall be paid pro rata in January of the next following year based upon the extent to
which any Corporate Goals are attained and the number of months Employee is employed by the
Corporation under this Agreement during the year in which such Award is earned.
(d)
Restricted Stock. All shares of restricted stock granted to Employee as of July
15, 1986 and November 18, 1986 that shall not already be vested on January 31, 1990 shall vest on
such date if Employee is still employed by the Corporation under this Agreement on such date.
(e) Performance Shares. If Employee is still employed by the Corporation under this
Agreement on the last day of the month in which is held the Annual Meeting of the Stockholders of
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the
Corporation in 1990, Performance Shares granted for the 1988-1990 award cycle shall be paid in
full (rather than pro rata) in January 1991, based upon the extent to which the corporate goals
established for such award cycle are actually attained by the end of such award cycle. If Employee
is still employed by the Corporation under this Agreement on January 31, 1991, Performance Shares
granted for the 1989-1991 award cycle shall be paid pro rata in January 1992, based upon the extent
to which the corporate goals established for such award cycle are actually attained by the end of
such award cycle and the number of months Employee is employed by the Corporation under this
Agreement during such award cycle. Employee’s Performance Shares, whenever granted, shall not be
subject to deferral beyond the January following the end of the award cycle in which they are
earned.
(f) General Rights Under Benefit Plans. The parties hereto agree that nothing
contained herein is intended to or shall be deemed to affect adversely any of Employee’s rights as
a participant under any long or short-term bonus, stock option, restricted stock or other
executive compensation plans, or under any perquisite, disability, retirement, stock purchase,
thrift and savings, health, medical, life insurance, or similar plans of the Corporation now or
hereafter in effect. Employee shall at all times during the Employment Term be entitled to
participate in all long or short-term bonus, stock option, restricted stock and other executive
compensation plans, and in all perquisite, disability, retirement, stock purchase, thrift and
savings, health, medical, life insurance, and similar plans of the Corporation which are
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from time to time in effect and in which other senior officers of the Corporation are
entitled to participate. The Corporation shall pay or reimburse Employee for all reasonable travel
expenses incurred by Employee’s spouse in accompanying Employee on his trips made on behalf of the
Corporation during the Employment Term. During any period in which Employee, his spouse or other
dependents are entitled to health and medical coverage pursuant to any provision of this Agreement,
such coverage shall include the prompt payment or reimbursement of any and all medical, dental and
hospitalization expenses, even if not covered by the Corporation’s health and medical plans,
including, without limitation, the cost of a private room in any health care facility. Except as
otherwise provided in this Agreement, Employee’s participation in such plans shall be in accordance
with the provisions of such plans applicable from time to time, it being the intention of the
parties hereto that nothing in this Agreement shall decrease the rights and benefits of Employee or
his spouse or other dependents under any such plans as may be in effect from time to time. If for
any reason any benefits payable pursuant to this Agreement cannot be paid under the Corporation’s
employee benefit or executive compensation plans, such payments shall be made out of the general
assets of the Corporation.
4. | Termination Without Cause or Termination or Resignation Upon a Change of Control |
(a) Notwithstanding any other provision hereunder, the Corporation shall have the right to
terminate Employee’s employment hereunder without cause at any time during the Employment
11
Term for any reason in the sole discretion of the Corporation by not less than ninety (90) days’
prior written notice to Employee. If Employee’s employment is terminated pursuant to the
immediately preceding sentence or if, within six (6) months after a Change of Control (as
hereinafter defined), Employee’s employment is terminated by the Corporation or Employee for any
reason:
(i) | the Corporation shall immediately pay Employee the amount of any bonus previously earned but not paid, in addition to a bonus equal to Employee’s Maximum Potential Award under the Corporation’s Annual Incentive Plan for the year in which such termination occurs; | ||
(ii) | all stock options and restricted stock awards of Employee shall be immediately vested and all performance shares shall be paid in full computed on the assumption that 100% of the targeted level of company performance has been met, and using the date of the termination of his employment as the valuation date; | ||
(iii) | Employee shall continue to participate in all employee welfare benefit plans, including health and medical plans as modified by Paragraph 3(f) above, and receive all perquisites until such time, if ever, as Employee shall obtain comparable benefits from another employer; | ||
(iv) | the Corporation shall continue to provide Employee with an office and secretary as appropriate to his |
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former position of Chairman of the Board and Chief Executive Officer of the Corporation; | |||
(v) | the Corporation shall continue to pay Employee Employee’s Basic Compensation in effect at the time of such termination until the expiration of the Employment Term; | ||
(vi) | Employee shall immediately be paid all amounts due under the Executive Pension Plan in accordance with Paragraph 3 above. |
(b) Upon any material change of Employee’s functions, duties or responsibilities which would
for any reason cause Employee’s position with the Corporation to become of lesser importance, or
if, for any reason Employee shall no longer be designated as the Chairman of the Corporation,
Employee shall have the right, upon not less than ninety (90) days’ written notice to the
Corporation given within a reasonable period of time not to exceed four calendar months after the
event giving rise to said right, to treat such event as a termination
by the Corporation of his employment pursuant to Paragraph 4 (a) above, and all of the provisions of this Agreement applicable
in such case shall then become operative.
(c) In case of a termination pursuant to Paragraph 4 (a) or 4(b) above, Employee shall have no
obligation to seek employment and, if Employee obtains employment, no amount due hereunder shall
be offset against any amount earned pursuant to such employment .
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(d) A “Change of Control” shall have occurred if there is (i) a change in the composition of
a majority of the Board of Directors elected by shareholders within 12 months after any “person”
(as such term is used in Section 3(a)(9) and 13(d)(3) of the Securities Exchange Act of 1934) is or
becomes the beneficial owner, directly or indirectly, of securities representing 25 percent or more
of the combined voting power of the then outstanding securities of the Corporation, (ii) a change
in the authority of the Corporation to carry on its business that would materially restrict the
general scope of authorized business activities, (iii) a change in the current legal or regulatory
structure, other than one sought by management, that would materially impair the Corporation’s
ability to borrow as a “federal agency” borrower, or (iv) an action by the Secretary of HUD to
reduce the ratio of the Corporation’s debt to its capital under Section 304(b) of the Charter Act
that would materially affect the Corporation’s ability to function as a profitable business.
5. | Termination by Employee; Breach by Employee |
(a) Notwithstanding any other provision hereunder, Employee shall have the right to terminate
his employment by the Corporation at any time for any reason in the sole discretion of Employee by
not less than ninety (90) days’ prior written notice to the Corporation. Upon receipt of any such
written notice from Employee, the Corporation shall have the option exercisable by written notice
to Employee within thirty (30) days thereafter to designate any date prior to the expiration of the
aforesaid notice
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period as the date on which Employee shall cease to be an officer and employee of the
Corporation, and the effective date of termination hereunder shall be any such earlier date so
designated by the Corporation.
(b) Notwithstanding any other provision hereunder, the Corporation may terminate Employee’s
employment hereunder for “Cause” which shall mean that Employee has materially breached this
Agreement by engaging in dishonest or fraudulent actions or willful misconduct that is materially
injurious to the business of the Corporation. Notwithstanding the foregoing, Employee shall not be
deemed to have been terminated for Cause without (i) reasonable notice to Employee setting forth
the reasons for the Corporation’s intention to terminate for Cause, (ii) an opportunity for
Employee, together with his counsel, to be heard before the Board and (iii) delivery to Employee of
a notice of termination from the Board stating its good faith opinion that Employee was guilty of
conduct set forth above and specifying the particulars thereof in detail.
(c) In case of a termination pursuant to Paragraph 5(a) or 5(b) above, Employee shall be
entitled to salary accrued to date of termination and any benefits or awards vested prior to such
date, including, without limitation, his right to receive a pension under the Executive Pension
Plan computed in accordance with Paragraph 3 above and his continuing right to exercise any vested
Incentive Stock Option and any vested Nonqualified Stock Option pursuant to Paragraph 3(b) above.
If Employee voluntarily terminates his employment with the Corporation during the Employ-
15
ment Term under circumstances in which a participant in the Federal National Mortgage Association
Retirement Plan for Employees Not Covered Under Civil Service Retirement Law, as in effect on
November 18, 1986, would be eligible for Early Retirement Income, as such term is defined in such
plan, Employee shall be entitled to all retiree benefits and perquisites to which other senior
executives of the Corporation are entitled upon retirement, and he shall continue to participate in
all health and medical plans of the Corporation, as modified by Paragraph 3(f) above, until such
time, if ever, as Employee shall obtain comparable health and medical benefits from a new employer.
The Corporation shall have no further obligations to Employee. Further, in case of a termination
by Employee pursuant to Paragraph 5(a) above (but not in any other case), Employee, for the period
ending on the first anniversary of the effective date of his termination, but in no event ending
after January 31, 1991, shall not compete with the Corporation. As used herein, “compete” shall
mean engaging directly or indirectly in any business or becoming connected directly or indirectly
with any business or firm if a substantial part of such business or the business of any such firm
involves transactions in what is commonly known and referred to as the secondary market in
residential mortgages.
6.
Resignation as Board Member
Unless otherwise requested by the Board, at the termination of his employment for any reason,
Employee hereby agrees that he shall simultaneously submit his resignation as a member of the
16
Board in writing on or before the date he ceases to be an employee of the Corporation. If
Employee fails or neglects to submit such resignation in writing, this Paragraph 6 may be deemed by
the Corporation to constitute Employee’s written resignation as a member of the Board effective on
the same date that Employee ceases to be an employee of the Corporation. If Employee continues to
serve as a member of the Board at the request of the Board after his termination of employment,
Employee shall be entitled to all benefits provided to other Board members who are not employees of
the Corporation .
B.
DISABILITY
7.
Disability
(a) If during the Employment Term Employee is prevented from performing his duties
hereunder by reason of serious illness or incapacity, the Corporation shall have the right, on
sixty (60) days’ prior written notice to Employee, to terminate Employee’s employment. Upon such
termination, Employee shall be deemed to have been terminated without cause and shall be entitled
to receive all payments and benefits set forth in Paragraph 4 above subject to reductions
pursuant to Paragraphs 7(b) and 7(c) below.
(b) Employee shall have the right in his sole discretion after the date of termination
pursuant to Paragraph 7(a) above to engage in regular employment (whether as the employee of
another or as a self-employed person) and shall have no obligation to perform services for the
Corporation. Any income received from such employment shall directly reduce the Corporation’s
obligation
17
to pay Employee’s Basic Compensation hereunder on a dollar-for-dollar basis, but not below
zero. Any welfare benefits received by Employee in consideration of such employment shall relieve
the Corporation of its obligation to provide comparable benefits hereunder.
(c) If during the Employment Term Employee becomes entitled to and receives disability
benefits under any disability payment plan, including disability insurance, the amount of
Employee’s Basic Compensation otherwise payable by the Corporation to Employee pursuant to
Paragraph 7(a) above shall be reduced (but not below zero) by the amount of any such disability
benefits received by him, but only to the extent such benefits are attributable to payments made by
the Corporation.
C.
RETIREMENT
8.
Retirement.
If Employee is employed by the Corporation under this Agreement on January 31, 1990,
then whenever Employee’s employment by the Corporation terminates for any reason, Employee, in
addition to all other pension, retirement and other benefits to which Employee is entitled under
benefit plans of the Corporation and this Agreement or otherwise, shall continue to participate in
all employee welfare benefit plans of the Corporation, including health and medical plans as
modified by Paragraph 3(f) above, until such time, if ever, as Employee shall obtain comparable
benefits from a new employer; provided, however, that Employee shall be considered a retiree for
the purposes of any such plan if such
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status would result in his obtaining greater benefits under such plan. The Corporation
shall continue to provide Employee with an office and secretary as appropriate to his former
position of Chairman of the Board and Chief Executive Officer of the Corporation, and shall
continue to pay the cost of his excess personal liability insurance, financial planning and income
tax preparation and annual physical examinations until such time, if ever, as Employee shall obtain
comparable benefits from a new employer. In addition, at the time of Employee’s retirement, the
Corporation shall provide him with a new car of a make and model comparable to that provided under
the Corporation’s guidelines for its Chief Executive Officer, as in effect at that time.
D.
DEATH
9. Death
(a) If Employee dies during the Employment Term, in addition to the benefits set forth in
Paragraph 3(a) above, the Corporation shall pay to his surviving spouse during each of the next two
(2) years following the date of Employee’s death an amount equal to Employee’s Basic Compensation
in effect on the date of his death.
(b) Unless Employee’s employment shall have terminated pursuant to Paragraph 5(b) above, after
Employee’s death at any time during or after the expiration of the Employment Term, the Corporation
shall continue health and medical coverage, as provided in Paragraph 3(f) above, for Employee’s
surviving spouse and other dependents, all at the Corporation’s sole expense. In addi-
19
tion, the Corporation shall reimburse Employee’s surviving spouse for her cost of excess
personal liability insurance and financial planning assistance, including income tax return
preparation, as provided to the Employee while employed under this Agreement for the next two (2)
years following the date of Employee’s death.
(c) Nothing contained herein shall reduce any benefit payable to such surviving spouse under the
Executive
Pension Plan or under any other qualified or nonqualified pension or welfare plan of the
Corporation.
E. MISCELLANEOUS
10. Enforcement of Agreement
The Corporation shall reimburse Employee for all legal fees and expenses incurred by him as a
result of any termination of employment hereunder (including all such fees and expenses, if any,
incurred in contesting or disputing any such termination) or in seeking to obtain or enforce any
right or benefit provided by this Agreement.
11. Assignment by Employee
The rights and benefits of Employee and his surviving spouse under this Agreement are personal to
him and to her and no such right or benefit shall be subject to voluntary or involuntary
alienation, assignment or transfer.
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12. Waiver
Failure of either party hereto to insist upon strict compliance by the other party with any term,
covenant or condition hereof shall not be deemed a waiver of such term, covenant or condition, nor
shall any waiver or relinquishment or failure to insist upon strict compliance of any right or
power hereunder at any one time or more times be deemed a waiver or relinquishment of such right or
power at any other time or times.
13. Notice
Any notice required or desired to be given pursuant to this Agreement shall be sufficient if in
writing sent by registered or certified mail to the addresses hereinafter set forth or to such
other address as any party hereto may designate in writing, transmitted by hand delivery or by
registered or certified mail to the other.
14. Applicable Law
This Agreement shall be governed by the laws of the District of Columbia.
15. Taxes
The Corporation shall deduct from all amounts paid under this Agreement all federal, state, local
and other taxes required by law to be withheld with respect to such payments.
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16. Benefit
Except as is otherwise herein expressly provided, this Agreement shall inure to the benefit of and
be binding upon the Corporation, its successors and assigns, and upon Employee, his spouse, heirs,
executors and administrators, provided, however, that the obligations of Employee hereunder shall
not be delegated.
17. Entire Agreement
The parties hereto agree that this Agreement contains the entire understanding and agreement
between them and cannot be amended, modified or supplemented in any respect except by an agreement
in writing signed by both parties.
IN WITNESS WHEREOF, the Corporation has caused its name to be ascribed to this Agreement by its
duly authorized representative and Employee has executed this Agreement as of the day and the year
first above written.
Attest: | FEDERAL NATIONAL MORTGAGE ASSOCIATION | |||||||
0000 Xxxxxxxxx Xxxxxx, X.X. | ||||||||
Xxxxxxxxxx, X.X. 00000 | ||||||||
[ILLEGIBLE]
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By | [ILLEGIBLE]
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Committee of the Board of Directors | ||||||||
Witness: |
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Xxxxx X. Xxxxxxx | Xxxxx X. Xxxxxxx | |||||||
XXXXX X. XXXXXXX | ||||||||
0000 Xxxxxxxxxx Xxxx, X.X. | ||||||||
Xxxxxxxxxx, X.X. 00000 |