AGREEMENT
THIS EMPLOYMENT AGREEMENT made and entered into as of the 4th day of December
2003, by and between SECURITYNATIONAL MORTGAGE COMPANY, a Utah corporation (the
"Company"), having its principal place of business at 5300 South 000 Xxxx, Xxxxx
Xxxxx, Xxxx Xxxx Xxxx, Xxxx 00000, and J. XXXX XXXXXXXXX ("Xxxxxxxxx or
Employee").
WITNESSETH:
In consideration of the mutual covenants herein contained, the parties agree as
follows:
1. EMPLOYMENT IN EXECUTIVE CAPACITY The Company hereby agrees to employ
Xxxxxxxxx as President of Security National Mortgage Company for a five (5) year
term commencing on December 4, 2003, and terminating no sooner, other than for
cause, than December 4, 2008. The Company agrees to renew this Employment
Agreement on December 4th, 2008, and December 4th 2013 for additional five-year
periods provided that Employee has performed his duties with usual and customary
care, diligence, and prudence becoming the position and has not performed or
failed to perform any act which would justify a termination for cause.
2. VESTING OF AGREEMENT UPON THE TERMINATION OF EMPLOYMENT OF XXXXX X. XXXXX
Unless otherwise agreed to in writing, the Retirement Benefits of Paragraph 12
of this Agreement shall vest and shall not be subject to forfeiture for cause or
otherwise upon the termination of Xxxxx X. Xxxxx from employment as President
within the Security National complex of companies.
3. EMPLOYEE AGREES TO DEVOTE FULL TIME Xxxxxxxxx agrees to such employment and
agrees to devote his full time and attention to the performance of his duties
hereunder which shall include such additional duties as may be assigned to him
from time to time by the Board of Directors and/or the Chairman of the Company.
Employee agrees to perform such duties in a reasonable fashion using customary
standards of diligence, care, and prudence comensurate with his position.
4. EMPLOYEE AGREES TO RELINQUISH ANY CLAIM TO STOCK OWNERSHIP IN
SECURITYNATIONAL MORTGAGE COMPANY In partial consideration of this agreement
Employee agrees that he owns no stock in SecurityNational Mortgage Company and
that if he has ever owned any such ownership interest it is hereby transferred
to the Company and terminated in consideration of this agreement.
5. EMPLOYEE TO BE OFFICER During the term of this Agreement and each renewal
thereof, it is agreed that Xxxxxxxxx shall be elected as President of
SecurityNational Mortgage Company.
6. COMPENSATION In consideration of the services to be rendered by Xxxxxxxxx as
an officer of the Company, the Company agrees to pay Xxxxxxxxx and he agrees to
accept compensation at no less than his current rate of compensation including
benefits. It is agreed that the term "current rate of compensation" does not
include such items as stock option grants or incentive or similar bonuses as may
be granted by the Board of Directors from time to time. It is agreed that on a
yearly anniversary date of this Employment Agreement or such other time as the
Board of Directors may see fit, the compensation being paid to Xxxxxxxxx shall
be reviewed by the Board of Directors and adjusted by the Board of Directors as
they see fit, but in no event shall compensation be less than the current rate
of compensation. Xxxxxxxxx shall be entitled to reimbursement for any and all
reasonable expenses associated with his duties incurred by him in the
performance of his duties.
7. DISABILITY In the event Xxxxxxxxx is unable to perform the duties provided
for hereunder because of illness or accident, then Xxxxxxxxx shall be entitled
to one-half (1/2) of the current rate of compensation provided for hereunder for
a term of five (5) years from the date of the commencement of said disability
pursuant to such illness of accident. In lieu of the benefit provided in this
paragraph the Company may purchase a disability policy. To the extent that any
such policy were to pay a benefit in excess of one-half of the current rate of
compensation provided for hereunder, then no additional benefit shall be due
under this paragraph. To the extent any such benefit is less than one-half of
the current rate of compensation then this paragraph shall be interpreted to pay
an amount sufficient to bring the benefit to one-half of the current rate of
compensation.
8. PENSION PLAN The Company agrees to provide an ESOP and or 401-K Plan or
similar arrangement for Xxxxxxxxx and to make a contribution to the Plan on
behalf of Xxxxxxxxx consistent with the Company's past and current practices
regarding other executive employees of SecurityNational Mortgage or Security
National Financial Corporation.
9. INSURANCE The Company agrees to maintain a group term life insurance policy
in the amount of not less than $350,000 on the life of Xxxxxxxxx, who shall have
the right to designate the beneficiaries and the owner or owners of that policy.
Such policy shall terminate upon retirement but if possible will be converted to
an individual policy in favor of Employee. It is agreed that premiums for his
policy shall be paid by the Company until retirement or other termination. The
Company further agrees to maintain a Whole Life Insurance Policy in the amount
of $150,000.00 on the life of Xxxxxxxxx, who shall have the right to designate
the beneficiaries and the owner or owners of that policy. It is agreed that all
premiums for both policies shall be paid by the Company until retirement or
other termination. Employee agrees that it is his responsibility to locate and
procure such coverage. Employee represents that he is capable of qualifiying for
such coverages under standard rates and conditions. If for whatever reason
Employee does not so qualify then the benefit to be paid under this paragraph is
the premium amounts that would be paid assuming standard rates and conditions.
The Company agrees to purchase a group hospitalization policy for Xxxxxxxxx
providing family coverage for his spouse and minor children with benefits
consistent with the Company's past and current practices regarding other
executive employees of SecurityNational Mortgage or Security National Financial
Corporation such coverage to be provided until retirement or other termination.
10. AUTOMOBILE The Company agrees to furnish Xxxxxxxxx, until retirement or
other termination, with an automobile or truck, consistent with past practices,
with lease payments to be made by the Company.
11. MERGER OR SALE In the event the business conducted by the Company is
acquired by another entity through acquisition of assets, merger, or otherwise,
this Agreement shall be binding upon any such successor organization and the any
such agreements having as their subject such combination shall specifically
adopt this Agreement. However, if as a consequence of any such combination,
Xxxxxxxxx is unable to continue his employment at the same salary, terms, and
conditions, then and in that event, and in addition to the Retirement Benefit
contained in paragraph 12, the Company agrees to pay Xxxxxxxxx full salary plus
all benefits including bonuses, options etc for a term of five (5) years from
the date of his termination. In the event Xxxxxxxxx is able to negotiate an
Employment Agreement with a successor entity that is equal to or more favorable
than this Agreement, then this provision shall be void. In the event that
Xxxxxxxxx is able to negotiate an employment agreement with the successor entity
that is less favorable than the terms contained herein, then this agreement
shall be interpreted so as to make up the shortfall in compensation such that
Employee shall receive the amounts that he would have received under this
agreement.
12. RETIREMENT BENFITS Xxxxxxxxx shall be entitled to receive an annual
Retirement Benefit commencing one month from the date of his retirement (to
commence no sooner than age 62 and one half), five years following complete
disability or the completion of paragraph 6, or termination of his employment
without cause whenever occurring, in an amount equal to one-half (1/2) of his
then current rate of compensation. This Benefit shall be paid annually for ten
(10) years. In the event that Xxxxxxxxx dies prior to receiving all benefits
outlined in this paragraph, payments shall be made to his Intervivos Trust dated
September 11, 1998.
13. MODIFICATION The terms of this Agreement shall not be altered, amended or
modified except in writing signed by a duly authorized officer of the Company
and Xxxxxxxxx.
14. PAROL AGREEMENTS This Agreement contains the entire contract between the
parties, and any representations that may have heretofore been made by either
party to the other are void. Neither party has relied on such prior
representations in entering into this Agreement.
15. DECISIONS OF THE BOARD OF DIRECTORS AND BINDING ARBITRATION Decisions and
determinations as contemplated in this agreement regarding Employee shall be
made by majority vote of the Board of Directors of the Company. If Xxxxxxxxx is
a member of such Board, he shall be recused from voting. Any disputes arising
under this agreement shall be subjected to binding arbitration. Each party shall
choose one arbitrator who shall be member of the American Arbitration
Association and those two members shall choose a third member. The Arbitrators
shall follow rules of the American Arbitration Association regarding employment
matters.
16. NOTICES Any notices required to be given hereunder shall be deemed
officially given if sent by certified mail to the above-mentioned addresses or
to such other addresses as either party may hereafter designate by notice given
in the same manner.
This Agreement supersedes all prior understandings and agreements between
the parties and may not be changed or terminated orally, but only by a writing
signed by the parties hereto.
IN WITNESS WHEREOF, the parties have executed this Employment Agreement as
of the day and year first above written.
ATTEST: SECURITYNATIONAL
MORTGAGE COMPANY
Xxxxx X. Xxxxx, Chairman
J. Xxxx Xxxxxxxxx