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Exhibit
10.3
EMPLOYMENT
AGREEMENT
THIS AGREEMENT (the
“Agreement”), made this 16 th day of July, 2007 , by and among JEFFERSON FEDERAL
BANK (the “Bank”) and CHARLES G. ROBINETTE
(“Employee”).
W I T N E S S E T
H
WHEREAS, the Employee has
expressed his desire and intent to terminate his employment with
the Bank prior to the termination date of his current Employment
Agreement;
WHEREAS, the Bank is
agreeable to permitting Employee to terminate his employment with
the Bank;
WHEREAS, the parties desire
to provide an orderly process and schedule for the Employee to
terminate his employment with the Bank;
WHEREAS, the Employment
Agreement dated January 1, 2005 no longer accurately reflect
the rights and responsibilities of the parties to each
other;
WHEREAS, in order for the
Employee and the Bank to know their respective rights and
responsibilities during the time over which the Employee will be
terminating his employment with Bank, the parties desire to enter
into an agreement modifying the terms and conditions of the
original Employment Agreement dated January 1, 2005 and the
related rights and obligations of each of the parties;
NOW, THEREFORE, in
consideration of the mutual covenants herein contained, and upon
the other terms and conditions hereinafter provided, the parties
hereby agree as follows:
1. Employment .
During the term of the Agreement, Employee will continue as an
employee of the Bank in the Knoxville Region subject to the terms
of this Agreement. Employee’s duties shall include assisting
in customer introduction and customer retention and such other
tasks, ordinarily and reasonably performed by a bank president or
CEO, as may be assigned to Employee by the President and CEO and/or
the Board of Directors of the Bank, all such duties to be performed
as needed and as called upon by the President and CEO and/or the
Board of Directors of the Bank.
2. Location and
Facilities . The Bank shall furnish Employee an office from
which to work until September 1, 2007, and Employee shall
devote his full time and efforts to the Bank until
September 1, 2007. Thereafter, Employee shall devote such time
to the Bank as requested by the Bank acting through its President
and CEO and/or its Board of Directors.
3. Term . The
term of this Agreement shall be for one(1) year from date of
execution and shall terminate on that date (“termination
date”).
4. Compensation
The Bank agrees to pay the Employee during the term of this
Agreement compensation in the amount of $180,000 payable
bi-weekly.
5. Benefit Plans
. The Employee shall be entitled to participate in such medical
and dental plans as may be in effect for the benefit of other
employees of the Bank during the term of this agreement on the same
basis of eligibility. Employee shall be entitled to the 2007 ESOP
vesting and the January 2008 MRP vesting and shall not be entitled
to participate in any other bonus plans, pension plans,
profit-sharing plans, retirement plans, or other employee benefit
plans of the Bank.
6. Loyalty and
Confidentiality; Noncompetition .
a. During the term of this
Agreement, Employee: (i) shall devote such time, attention,
skill, and efforts to the faithful performance of his duties
hereunder as previously set forth; provided, however, that from
time to time, Employee may serve on the boards of directors of, and
hold any other offices or positions in, companies or organizations
which will not present any conflict of interest with the Bank or
any of their subsidiaries or affiliates, unfavorably affect the
performance of Employee’s duties pursuant to this Agreement,
or violate any applicable statute or regulation and (ii) shall
not engage in any business or activity contrary to the business
affairs or interests of the Bank and/or Jefferson Bancshares, Inc
(“ the Company”).
b. Nothing contained in this
Agreement shall prevent or limit Employee’s right to invest
in the capital stock or other securities of any business dissimilar
from that of the Company, or, solely as a passive, minority
investor, in any business.
c. Employee agrees to
maintain the confidentiality of any and all information concerning
the operation or financial status of the Bank and/or the Company;
the names or addresses of any of its borrowers, depositors and
other customers; any information concerning or obtained from such
customers; and any other information concerning the Bank and/or the
Company to which he may be exposed during the course of his
employment. The Employee further agrees that, unless required by
law or specifically permitted by the Board in writing, he will not
disclose to any person or entity, either during or subsequent to
his employment, any of the above-mentioned information which is not
generally known to the public, nor shall he employ such information
in any way other than for the benefit of the Bank and/or the
Company.
d. Upon the termination of
Employee’s employment hereunder for any reason, Employee
agrees not to compete with the Bank and/or any entity owned by the
Company for a period of two (2) years following the
termination date in any city, town or county in which the
Employee’s normal business office is located and the Bank
and/or the Company affiliate has an office or has filed an
application for regulatory approval to establish an office (or
within a 60-mile radius of each of such offices), determined as of
the effective date of such termination, except as agreed to
pursuant to a resolution duly adopted by the Board. Employee agrees
that during such period and within said cities, towns and counties,
Employee shall not work for or advise, consult or otherwise serve
with, directly o
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