1
EXHIBIT 10.179
AMENDMENT NO. 3 TO SEVERANCE AGREEMENT
AND CONSULTING AGREEMENT
It Is hereby agreed as of this 28th day of September, 1999, by and
between MEGO FINANCIAL CORP. (the "Company") and XXX X. XXXXXXXX (the
"Employee") as follows:
WHEREAS, the Employee was a senior officer of the Corporation from January, 1988
to December 31, 1998, holding the offices of Executive Vice President, General
Counsel and Secretary during most of that period; and
WHEREAS, the parties hereto previously entered into an agreement dated as of
September 2, 1997 (the "Agreement") which, among other things provided for a
lump sum payment of $250,000.00 (the "Payment") in the event the Employee's
employment by the Company was terminated for any reason; and
WHEREAS, the parties hereto have previously entered into an indemnification
agreement dated as of September 23, 1998 (the "Indemnification Agreement"); and
WHEREAS, the Employee retired on December 31, 1998 and is no longer employed by
the Company; and
WHEREAS, pursuant to Amendment No. 1 to Severance Agreement, and Consulting
Agreement dated as of December 24, 1998 (the "Amendment No. 1"), and Amendment
No. 2 to Severance Agreement, and Consulting Agreement dated as of June 18, 1999
(the "Amendment No. 2") the Company and the Employee agreed to modify the
payment terms of the Payment so as to defer the payment of a portion thereof,
and provided for the possible future services of Employee as a consultant to the
Company; and
WHEREAS, in accordance with the terms of Amendment No. 1 and Amendment No. 2,
the Company has paid monthly payments through the date hereof aggregating
$90,000, leaving a balance due on the Payment of $160,000 as of the date hereof,
and which amount is presently scheduled for payment on September 30, 1999; and
NOW THEREFORE, in consideration of the mutual covenants hereinafter set forth
and for other good and valuable consideration, it is agreed as follows:
1. The above recitals are true and correct.
2
2. Paragraph 2 of the Agreement is hereby amended and restated to read in full
as follows:
"In the event the employment of the Employee in his present capacity with
the Company is terminated for any reason, including but not limited to the
Employee's death, disability, or retirement, the Company shall pay to the
Employee (or his personal representative if the Employee is deceased) the
sum of Two Hundred Fifty Thousand Dollars ($250,000), in full satisfaction
of any severance obligations of the Company, which amount shall be paid as
follows:
a. The sum of Ten Thousand Dollars ($10,000) on the first payday of each
month to executive officers of the Company for the months of January
through December, 1999.
b. The balance of One Hundred Thirty Thousand Dollars ($130,000) on
December 31, 1999.
c. In the event the Company executes an agreement involving a "Change of
Control" as hereinafter defined, any unpaid balance of Payment shall
be immediately paid by the Company to the Employee at the closing of
the transaction, if prior to December 31, 1999. This sub-paragraph
shall not extend the final payment date of the Payment beyond December
31, 1999.
d. The Payment shall be deemed to be in the nature of a non-qualified
pension.
3. Except as modified above, all other terms and conditions of the Agreement,
Amendment No. 1 and Amendment No. 2 shall remain in full force and effect.
The Indemnification Agreement shall also remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this agreement the date
first above written.
MEGO FINANCIAL CORP. (COMPANY)
By: /s/ XXXXXX X. XXXXX
---------------------------
XXXXXX X. XXXXX, PRESIDENT
XXX X. XXXXXXXX (EMPLOYEE)
/s/ XXX X. XXXXXXXX
------------------------------
