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EMPLOYMENT AGREEMENT

Employee Retention Agreement

EMPLOYMENT AGREEMENT | Document Parties: World Acceptance Corporation You are currently viewing:
This Employee Retention Agreement involves

World Acceptance Corporation

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Title: EMPLOYMENT AGREEMENT
Date: 5/29/2009
Industry: Consumer Financial Services     Sector: Financial

EMPLOYMENT AGREEMENT, Parties: world acceptance corporation
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Employment Agreement

By And Between

World Acceptance Corporation

And

Francisco Javier Sauza

 

Effective

June 1, 2008

 

 

 


 

 

EMPLOYMENT AGREEMENT

 

This Agreement is effective as of June 1, 2008, by and between World Acceptance Corporation (the "Company"), a South Carolina corporation and Francisco Javier Sauza (the "Executive").

 

The Compensation Committee of the Board of the Company (the "Committee"), acting on behalf of and pursuant to authority granted by the Board of Directors of the Company (the “Board”) at its meeting on May 19, 2008, determined that it would be in the best interests of the Company and its shareholders to retain the services of the Executive for the Period of Employment (as defined in Section III 3.1 below) and upon the terms provided in this Agreement. The Executive is willing to be employed by the Company on a full time basis for said Period of Employment and upon such other terms and conditions as provided in this Agreement.

 

In consideration of the mutual covenants and promises contained in this Agreement, the parties hereby agree as follows:

 

SECTION I

 

EMPLOYMENT

 

The Company agrees to employ the Executive and the Executive agrees to be employed by the Company, for the Period of Employment, and based upon the other terms and conditions provided in the Agreement.

 

SECTION II

 

POSITION AND RESPONSIBILITIES

 

The Executive agrees to serve as the Company's Senior Vice President for Mexican Operations and to be responsible for the duties and responsibilities attributed to such position, reporting to the President/COO during the Period of Employment.  The Executive also agrees to to serve during the Period of Employment as an Officer and Director of any subsidiary, affiliate, or parent corporation ("Affiliates") of the Company which the Board feels is appropriate.

 

 

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SECTION III

 

TERMS AND DUTIES

 

3.1           Period of Employment

 

For purposes of this Agreement, the Period of Employment will commence on June  1, 2008 and shall continue for a period of three (3) years, subject to extension or termination as provided in this Agreement. At the end of the three year period commencing from the effective date of this Agreement, the Board shall review the performance of the Executive, and this Agreement shall be deemed to be approved and extended automatically for an additional one (1) year period on the same terms and conditions, unless either the Company or the Executive gives contrary written notice to the other no less than ninety (90) days prior to the date on which this Agreement would otherwise be extended. At the end of each subsequent one year term, the Board shall review the performance of the Executive, and this Agreement shall be deemed to be approved and extended automatically for an additional one (1) year period on the same terms and conditions, unless either the Company or the Executive gives contrary written notice to the other no less than ninety (90) days prior to the date on which this Agreement would otherwise be extended.  Non-renewal shall be deemed a termination of employment as of the end of the Period of Employment. Non-renewal by the Company shall be subject to the severance provisions set forth in Section VIII.8.1, and non-renewal by the Executive shall be subject to the severance provisions of Section VIII.8.3.

 

3.2           Duties

 

During the Period of Employment and except for illness, incapacity and reasonable vacation and holiday periods, the Executive shall devote all of his business time, attention and skill exclusively to the business and affairs of the Company and its Affiliates. The Executive will not engage in any other business activity, and will perform faithfully the duties which may be assigned to him from time to time by the President/COO or the Chief Executive Officer of the Company. Notwithstanding the above, nothing in this Agreement shall preclude the Executive from devoting time during reasonable periods required for:

 

 

3.2i.

Serving, with prior approval of the Board of the Company, as a Director or member of a committee or organization involving no actual or potential conflict of interest with the Company;

 

3.2.ii.

Delivering lectures and fulfilling speaking engagements;

 

3.2.iii.

Engaging in charitable and community activities; or

 

3.2.iv.

Investing his personal assets in investments or business entities in such form or manner that will not violate this Agreement or require services on the part of the Executive in the operation of affairs of the business entities in which those investments are made. These activities will be allowed as long as they do not materially affect or interfere with the performance of the Executive's duties and obligations to the Company.

 

 

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SECTION IV

 

COMPENSATION, BENEFITS, AND PERQUISITES

 

For all services rendered by the Executive in any capacity during the Period of Employment, including services as an Executive, Officer, Director or Committee Member, the Executive shall be compensated as follows:

 

4.1           BASE SALARY

 

The Company shall pay the Executive a fixed base salary ("Base Salary") at such annual rate as the Compensation Committee deems appropriate; provided, however, that the Base Salary may not, be less than $185,190.00 per year. Increases in Base Salary, once granted by the Committee, shall not be subject to reduction. Base Salary shall be payable according to the customary payroll practices of the Company. In no event shall Base Salary be payable less frequently than once per calendar month.

 

4.2           ANNUAL INCENTIVE AWARDS

 

The Company may, in its sole discretion, pay the Executive annual cash incentive compensation payments.  At the beginning of each fiscal year, the Board or Committee may establish appropriate criteria for making such payments following the end of such fiscal year.

 

4.3           LONG-TERM INCENTIVE AWARDS

 

The Company may, in its sole discretion, pay the Executive long-term incentive compensation payments.  The Committee may establish appropriate criteria for making such payments following the end of the performance period. Payments may, at the discretion of the Committee, take the form of cash, restricted stock and, stock options; provided, however, that any grants of restricted stock or stock options must also be approved in advance by the Company's Compensation and Stock Option Committee, which administers the Company's stock option plans.

 

The intent of such long-term incentive compensation awards is to motivate the achievement of longer range and strategic goals. The Company agrees to enhance awards when goals are achieved and exceeded in recognition of the intent of this plan.

 

 

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4.4         BENEFITS AND PERQUISITES

 

4.4.i        Salaried Employee Benefits

 

Executive will be entitled to participate in all compensation and employee benefit plans and programs and receive all benefits and perquisites for which any salaried employee of the Company is eligible under any plan or program now or later established by the Company for salaried employees, including the World Acceptance Corporation Supplemental Income Plan (SERP). The Executive will participate to the extent permissible under the terms and provisions of such plans or programs. Nothing in this Agreement will preclude the Company from amending or terminating any of the plans or programs applicable to salaried employees as long as such amendment or termination is applicable to all similarly situated salaried employees.

 

4.4.ii       Supplemental Benefits

 

The Company also will provide long-term disability insurance which provides a benefit to the Executive of 60% of the Executive's Base Salary in effect at the time of disability.

 

In the event a group long-term disability benefit is provided by the Company for which the Executive becomes eligible, the Executive's long-term disability benefits under this Agreement will be offset by the benefits payable under the group policy such that combined long-term disability benefits payable under the two plans do not exceed 60% of the Executive's then current Base Salary.

 

4.5 AUTOMOBILE

 

The Company will provide an automobile (including maintenance and insurance expense) of a value commensurate with his position for use by the Executive in accordance with the Company Car Policy.

 

SECTION V

 

BUSINESS EXPENSES

 

The Company will reimburse the Executive for all reasonable travel, entertainment, business and other expenses incurred by the Executive in connection with the performance of his duties and obligations under this Agreement.

 

 

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SECTION VI

 

DISABILITY

 

6.1            In the event the Executive during the Period of Employment is unable to perform with or without accommodation his duties as set forth in Section III.3.2 for reasons of physical or mental incapacity, the Company will continue to pay the Executive in accordance with the compensation provisions of this Agreement during the period of his disability. However, in the event the Executive is disabled for a continuous period of ninety (90) days or more, the Company may terminate the employment of the Executive pursuant to this Agreement, and make payments to the Executive under the terms of the long-term disability provisions of this Agreement. In the event the Company terminates the employment of the Executive pursuant to this Section VI, the Company will have no further compensation obligations to the Executive, except for earned but unpaid Base Salary, annual incentive compensation payment, if any, pro rated to the date of termination of employment and any benefits available under the SERP.

 

6.2            During the period the Executive is receiving either regular compensation or disability payments as described in this Agreement, and as long as he is physically and mentally able to do so, the Executive will furnish information and assistance to the Company and from time to time will make himself available to the Company to undertake assignments consistent with his prior position with the Company and his physical and mental health. During the disability period, the Executive is responsible for reporting directly to the President/COO. If the Company fails to make a payment or provide a benefit required as part of the Agreement, the Executive's obligation to fulfill information and assistance will end.

 

6.3            The term "disability" will have the same meaning as under the disability benefits to be provided pursuant to this Agreement, or such group disability plan as may be in effect for similarly situated employees at that time. In the event the definition of disability is not consistent, the definition contained in the plan document of such group plan shall control.

 

SECTION VII

 

DEATH

 

In the event of the death of the Executive during the Period of Employment, the Company's obligation to make payments under this Agreement shall cease as of the date of death, except for Base Salary through the end of the Company's normal payroll period. The Executive's designated beneficiary will be entitled to receive the proceeds of any life or other insurance or other death benefit programs provided in this Agreement, including the SERP according to the terms and conditions of that Plan.

 

 

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SECTION VIII

 

EFFECT OF TERMINATION OF EMPLOYMENT

 

Except as otherwise set forth in Sections VI, VII and IX:

 

8.1            If the Executive's employment terminates, due to either a Without Cause Termination or a Constructive Discharge, as hereafter defined in this Agreement, the Company will pay the Executive, his beneficiary or beneficiaries,

 

8.1.i in a lump sum in  cash within 30 days after the Date of Termination the aggregate of the following amounts:

 

A.           the sum of (1) the Executive’s accrued Annual Base Salary and any accrued vacation pay through the Date of Termination, (2) the Executive’s business expenses that have not been reimbursed by the Company as of the


 
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