{"id":38917,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-americredit-corp-and-edward-h-esstman.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-americredit-corp-and-edward-h-esstman","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-americredit-corp-and-edward-h-esstman.html","title":{"rendered":"Employment Agreement &#8211; AmeriCredit Corp. and Edward H. Esstman"},"content":{"rendered":"<pre>                              AMENDED AND RESTATED\n                              EMPLOYMENT AGREEMENT\n\n\n     THIS AGREEMENT, dated and effective as of October 15, 1996, is made and\nentered into by and between AmeriCredit Corp., a Texas corporation, having an\noffice at 200 Bailey Avenue, Fort Worth, Texas  76107 (hereinafter referred to\nas 'Employer'), AmeriCredit Financial Services, Inc., a wholly-owned subsidiary\nof Employer ('Subsidiary'), and EDWARD H. ESSTMAN (hereinafter referred to as\n'Employee').\n\n     WHEREAS, Employee is employed by Employer in the capacity of Senior Vice\nPresident and Chief Credit Officer and by Subsidiary in the capacity of\nExecutive Vice President, Director of Consumer Finance Operations, and Employee\nhas agreed to continue as an employee of Employer and of Subsidiary pursuant to\nthe terms of this Agreement.\n\n     WHEREAS, Employer and Subsidiary desire that Employee continue as an\nexecutive of Employer and Subsidiary to provide the necessary leadership and\nmanagement skills that are important to the success of Employer and Subsidiary. \nEmployer and Subsidiary believe that retaining Employee's services as an\nexecutive and the benefits of his business experience are of material importance\nto Employer and Subsidiary.\n\n     WHEREAS, Employer, Subsidiary and Employee have previously entered into\nthat certain Employment Agreement dated and effective as of May 20, 1993 (the\n'Prior Agreement').  The parties hereto now desire to amend and restate the\nterms and provisions of the Prior Agreement and to set forth their agreements\nherein.\n\n     NOW, THEREFORE, in consideration of Employee's employment by Employer and\nSubsidiary and the mutual promises and covenants contained herein, the receipt\nand sufficiency of which is hereby acknowledged, the parties hereto intend by\nthis Agreement to amend and restate the prior Agreement and specify the terms\nand conditions of Employee's employment relationship with Employer and\nSubsidiary and the post-employment obligations of Employee.\n\n 1.  GENERAL DUTIES OF EMPLOYER AND EMPLOYEE:\n\n     1.1.  Employer and Subsidiary agree to employ Employee and Employee agrees\nto accept employment and to serve in the capacities of Senior Vice President and\nChief Credit Officer of Employer and as Executive Vice President, Director of\nConsumer Finance Operations of Subsidiary upon the terms and conditions set\nforth herein.  The duties and responsibilities of Employee shall include such\nduties as may from time-to-time be assigned to Employee by the Boards of\nDirectors of Employer and Subsidiary, any duly authorized committees thereof or\nan authorized officer \n\n\n\nof Employer or Subsidiary.  The executive capacity that Employee shall hold \nduring the term hereof shall be those positions determined by the Boards of \nDirectors of Employer and\/or Subsidiary or any duly authorized committees \nthereof from time-to-time in their sole discretion.  The initial positions \nthat Employee shall hold (until such time as such positions may be changed as \naforesaid) shall be the positions of Senior Vice President and Chief Credit \nOfficer of Employer and Executive Vice President, Director of Consumer \nFinance Operations of Subsidiary.\n\n     1.2.  While employed hereunder, Employee shall obey the lawful directions\nof the Boards of Directors of Employer and Subsidiary, any duly authorized\ncommittees thereof or any authorized officers of Employer or Subsidiary and\nshall use his best efforts to promote the interests of Employer and Subsidiary\nand to maintain and to promote the reputation thereof.  While employed\nhereunder, Employee shall devote his time, efforts, skills and attention to the\naffairs of Employer and Subsidiary in order that he shall faithfully perform his\nduties and obligations hereunder and such as may be assigned to or vested in him\nby the Boards of Directors of Employer and Subsidiary, any duly authorized\ncommittees thereof or any duly authorized officer of Employer or Subsidiary.\n\n     1.3.  During the term of this Agreement, Employee may from time to time\nengage in any businesses or activities that do not compete directly and\nmaterially with Employer or Subsidiary and any of their subsidiaries, provided\nthat such businesses or activities do not materially interfere with his\nperformance of the duties assigned to him in compliance with this Agreement by\nthe Boards of Directors of Employer and Subsidiary, any duly authorized\ncommittees thereof or any authorized officer of Employer or Subsidiary.  In any\nevent, Employee is permitted to (i) invest his personal assets as a passive\ninvestor in such form or manner as will not contravene the best interests of\nEmployer or Subsidiary, (ii) participate in various charitable efforts, or (iii)\nserve as a director or officer of any other entity or organization when such\nposition has previously been approved by the Boards of Directors of Employer and\nSubsidiary.\n\n2.   COMPENSATION AND BENEFITS.\n\n     2.1.  As compensation for services to Employer and Subsidiary, Employer\nshall pay to Employee during the term of this Agreement a salary at an annual\nrate to be fixed from time to time by the Board of Directors of Employer or any\nduly authorized committee thereof, which annual rate shall in no event be less\nthan $211,200.00 per annum.\n\n     The salary shall be payable in equal biweekly installments, subject only to\nsuch payroll and withholding deductions as may be required by law and other\ndeductions applied generally to employees of Employer for insurance and other\nemployee benefit plans.  The Board of Directors of Employer, or any authorized\n\n\n                                    -2-\n\n\n\ncommittee or officer of Employer, shall review Employee's overall annual\ncompensation at least annually, with a view to ascertaining the adequacy thereof\nand such compensation may be increased by the Board of Directors of Employer\nfrom time to time by an amount that in the opinion of the Board of Directors of\nEmployer is justified by Employee's performance.  In addition, Employee shall be\neligible to receive cash bonuses or other incentive compensation as may be\ndetermined by the Board of Directors of Employer from time-to-time.\n\n     2.2.  Upon Employee furnishing to Employer customary and reasonable\ndocumentary support (such as receipts or paid bills) evidencing costs and\nexpenses incurred by him in the performance of his services and duties hereunder\n(including, without limitation, travel and entertainment expenses) and\ncontaining sufficient information to establish the amount, date, place and\nessential character of the expenditure, Employee shall be reimbursed for such\ncosts and expenses in accordance with Employer's normal expense reimbursement\npolicy.  Employee shall be entitled to participate in all group life, health and\nmedical insurance plans, stock option plans and other stock programs and\ncompensation plans and such other benefits, plans or programs as may be from\ntime to time specifically adopted and approved by Employer for Employee and\/or\nfor employees generally.\n\n     2.3.  Employee shall be entitled to such vacation (in no event less than\nthree weeks per year), holiday, and (subject to the provisions of Section 6.3\nhereof) other paid or unpaid leave of absence as is consistent with Employer's\nnormal policies or as otherwise approved by the Board of Directors of Employer.\n\n     2.4.  As long as this Agreement is in effect, Employer agrees to provide\nand maintain life insurance coverage on the life of Employee in the face amount\nof $500,000, with proceeds thereunder payable to such beneficiaries as Employee\nmay designate, and Employer agrees to pay all premiums on such policy.  Coverage\nshall continue throughout the employment term hereof.  Such coverage may consist\nof term, whole life or any other form of life insurance coverage selected by\nEmployer and may be with such insurers as Employee may select, provided that\nsuch insurer is reasonably satisfactory to Employer.\n\n     2.5.  While Employee is employed hereunder, Employer agrees to provide an\nallowance to Employee of $5,000 per annum for costs and expenses incurred by\nEmployee for professional legal and\/or accounting services rendered personally\nto Employee, which amount shall be paid to Employee on December 1 of each year\n(or such earlier time that Employee and Employer may otherwise agree).\n\n3.   PRESERVATION OF BUSINESS; FIDUCIARY RESPONSIBILITY;\n\n     Employee shall use his best efforts to preserve the business and\norganization of Employer and Subsidiary, to keep available to Employer and\nSubsidiary the services of present employees and to \n\n\n                                    -3-\n\n\n\npreserve the business relations of Employer and Subsidiary with dealers, \nretailers, suppliers, distributors, customers and others.  The Employee shall \nnot commit any act, or in any way assist others to commit any act, that would \ninjure Employer or Subsidiary.  So long as the Employee is employed by \nEmployer or Subsidiary, Employee shall observe and fulfill proper standards \nof fiduciary responsibility attendant upon his service and office.\n\n4.   EMPLOYEE'S OBLIGATION TO REFRAIN FROM USING OR DISCLOSING INFORMATION:\n\n     4.1.  As part of Employee's fiduciary duties to Employer and Subsidiary,\nEmployee agrees, both during the term of this Agreement and thereafter, to\nprotect, preserve the confidentiality of and safeguard Employer's and\nSubsidiary's secret or confidential information, knowledge, ideas, concepts,\nimprovements, discoveries and inventions, and, except as may be expressly\nrequired by Employer, Employee shall not, either during his employment by\nEmployer or Subsidiary or thereafter, directly or indirectly, use for his own\nbenefit or for the benefit of another, or disclose to another, any of such\ninformation, ideas, concepts, improvements, discoveries or inventions.\n\n     4.2.  Upon termination of his employment with Employer and Subsidiary, or\nat any other time upon request, Employee shall immediately deliver to Employer\nall documents embodying any of Employer's or Subsidiary's secret or confidential\ninformation, ideas, concepts, improvements, discoveries and inventions.\n\n5.   INITIAL TERM; EXTENSIONS OF THE TERM:\n\n     5.1.  The term of this Agreement shall commence on the effective date\nhereof and shall end on October 31, 2001.\n\n     5.2.  The term of this Agreement shall automatically be extended for\nadditional one-year periods commencing on November 1, 1997 and on each November\n1 thereafter, unless either Employee or Employer gives written notice to the\nother on or before September 1, 1997 or any September 1 thereafter of his or its\nintention not to extend this Agreement.\n\n6.   TERMINATION OTHER THAN BY EXPIRATION OF THE TERM:  Employer or Employee may\nterminate Employee's employment under this Agreement at any time, but only on\nthe following terms:\n\n     6.1.  Employee may terminate his employment under this Agreement at any\ntime upon at least ninety (90) days' prior written notice to Employer.\n\n     6.2.  Employer may terminate Employee's employment under this Agreement at\nany time, without prior notice, for 'due cause' upon the good faith\ndetermination by the Board of Directors of \n\n\n                                    -4-\n\n\n\nEmployer or Subsidiary that 'due cause' exists for the termination of the \nemployment relationship.  As used herein, the term 'due cause' shall mean any \nof the following events:\n\n       (i)  any intentional misapplication by Employee of Employer's or\nSubsidiary's funds, or any other act of dishonesty injurious to Employer or\nSubsidiary committed by Employee; or\n\n      (ii)  Employee's conviction of a crime involving moral turpitude; or\n\n     (iii)  Employee's use or possession of any controlled substance or abuse of\nalcoholic beverages; or\n\n      (iv)  Employee's breach, non-performance or non-observance of any of the\nterms of this Agreement if such breach, non-performance or non-observance shall\ncontinue beyond a period of ten (10) days immediately after notice thereof by\nEmployer to Employee; or\n\n       (v)  any other action by the Employee involving willful and deliberate\nmalfeasance or gross negligence in the performance of Employee's duties.\n\n     6.3.  In the event Employee is incapacitated by accident, sickness or\notherwise so as to render Employee mentally or physically incapable of\nperforming the services required under SECTION 1 of this Agreement for a period\nof one hundred eighty (180) consecutive days, and such incapacity is confirmed\nby the written opinion of two (2) practicing medical doctors licensed by and in\ngood standing in the state in which they maintain offices for the practice of\nmedicine, upon the expiration of such period or at any time reasonably\nthereafter, Employer may terminate Employee's employment under this Agreement\nupon giving Employee or his legal representative written notice at least thirty\n(30) day's prior to the termination date.  In addition to the foregoing, this\nAgreement shall terminate immediately upon the death of Employee.\n\n     Employee agrees, after written notice by the Board of Directors of Employer\nor Subsidiary, a duly authorized committee thereof or any officer of Employer or\nSubsidiary, to submit to examinations by such practicing medical doctors\nselected by the Board of Directors of Employer or Subsidiary, a duly authorized\ncommittee thereof or any officer of Employer or Subsidiary.\n\n     6.4.  Employer may terminate Employee's employment under this Agreement at\nany time for any reason whatsoever, even without 'due cause,' by giving a\nwritten notice of termination to Employee, in which case the employment\nrelationship shall terminate immediately upon the giving of such notice.\n\n7.   EFFECT OF TERMINATION:\n\n\n                                    -5-\n\n\n\n     7.1.  In the event the employment relationship is terminated (a) by\nEmployee upon ninety (90) days' written notice pursuant to Section 6.1 hereof,\n(b) by Employer for 'due cause' pursuant to Section 6.2 hereof, or (c) by\nEmployee breaching this Agreement by refusing to continue his employment and\nfailing to give the requisite ninety (90) days' written notice, all compensation\nand benefits shall cease as of the date of termination, other than: (i) those\nbenefits that are provided by retirement and benefit plans and programs\nspecifically adopted and approved by Employer or Subsidiary for Employee that\nare earned and vested by the date of termination, and (ii) Employee's pro rata\nannual salary plus all earned and vested bonuses through the date of\ntermination.  Employee's right to exercise stock options and Employee's rights\nin other stock plans, if any, shall remain governed by the terms and conditions\nof the appropriate stock plan.\n\n     7.2.  If Employee's employment relationship is terminated pursuant to\nSection 6.3 hereof due to Employee's incapacity or death, Employee (or, in the\nevent of Employee's death, Employee's legal representative) will be entitled to\nthose benefits that are provided by retirement and benefits plans and programs\nspecifically adopted and approved by Employer or Subsidiary for Employee that\nare earned and vested at the date of termination and, even though no longer\nemployed by Employer or Subsidiary, shall continue to receive the salary\ncompensation (payable in the manner as prescribed in the second sentence of\nSection 2.1) for one (1) year following the date of termination.  Employee (or,\nin the event of Employee's death, Employee's legal representative) shall not,\nhowever, be entitled to any bonuses not yet paid at the date of the termination\nof employment.  Employee's right to exercise stock options and Employee's rights\nin other stock plans, if any, shall remain governed by the terms and conditions\nof the appropriate stock plans.\n\n     7.3.  If Employer (i) terminates the employment of Employee other than\npursuant to Section 6.2 hereof for 'due cause' or other than for a disability or\ndeath pursuant to Section 6.3 hereof, (ii) demotes Employee to a nonexecutive\nposition, or (iii) decreases Employee's salary or reduces the employee benefits\nand perquisites below the level provided for by the terms of Section 2 hereof,\nother than as a result of any amendment or termination of any employee and\/or\nexecutive benefit plan or arrangement, which amendment or termination is\napplicable to all employees of Employer or Subsidiary, then such action by\nEmployer, unless consented to in writing by Employee, shall be deemed to be a\nconstructive termination by Employer of Employee's employment (a 'Constructive\nTermination').  In the event of a Constructive Termination, Employee shall be\nentitled to receive, in a lump sum within 30 days after the date of the\nConstructive Termination, an amount equal to the remainder of Employee's current\nyear's salary (undiscounted) plus the present value (employing a discount rate\nof 8%) of two additional years salary in effect immediately prior to the event\ngiving rise to the \n\n\n                                    -6-\n\n\n\nConstructive Termination.  For purposes of this Section 7.3, the term \n'salary' shall mean the sum of (i) the annual rate of compensation, excluding \nany bonuses, provided to Employee under Section 2.1 hereof immediately prior \nto the event giving rise to the Constructive Termination, plus (ii) the \naverage annual cash bonuses or other cash incentive compensation paid to \nEmployee by Employer for the three years in the three year period immediately \npreceding the year in which there shall occur a Constructive Termination.  In \nthe event of such Constructive Termination, all other rights and benefits \nEmployee may have under the employee benefit plans and arrangements of \nEmployer generally shall be determined in accordance with the terms and \nconditions of such plans and arrangements.\n\n8.   CHANGE OF CONTROL:\n\n     8.1  Notwithstanding anything to the contrary otherwise provided herein, if\na 'change of control' (as defined below) of Employer occurs and within twelve\n(12) months from the date of such 'change of control', Employee voluntarily\nterminates the employment relationship under this Agreement by giving ninety\n(90) days' written notice to Employer and Subsidiary under Section 6.1 hereof or\nwithin such twelve (12) month period Employer or Subsidiary gives written notice\nto Employee to terminate Employee's employment relationship without 'due cause'\npursuant to Section 6.4, then Employee, even though no longer employed by\nEmployer, shall be entitled to earned and vested bonuses at the date of\ntermination plus a payment in the amount of the remainder of Employee's current\nyear's salary (undiscounted) plus the present value (employing a discount rate\nof 8%) of two additional years' salary, based on the salary in effect\nimmediately prior to the 'change of control', payable at the option of the\nEmployee in either a lump sum within 30 days after the date of termination or\nannually over a three-year period.  For purposes of this Section 8.1, the term\n'salary' shall mean the sum of (i) the annual rate of compensation provided to\nEmployee under Section 2.1 hereof immediately prior to the 'change of control',\nplus (ii) the average annual cash bonuses or other cash incentive compensation\npaid to Employee by Employer for the three years in the three year period\nimmediately preceding the year in which there shall occur a 'change of control'.\nEmployee's right to exercise stock options and Employee's rights in other stock\nplans, if any, shall remain governed by the terms and conditions of the\nappropriate stock plan.  'Change of control' shall be deemed to have occurred if\n(i) any 'person' (as such term is used in Section 13(d) and 14(d)(2) of the\nSecurities Exchange Act of 1934), becomes the beneficial owner, directly or\nindirectly, of securities of Employer representing 30% or more of the combined\nvoting power of Employer's then outstanding securities, (ii) during any period\nof 12 months, individuals who at the beginning of such period constitute the\nBoard of Directors of Employer cease for any reason to constitute a majority\nthereof unless the election, or the nomination for election by Employer's\nstockholders of each new director was approved by a vote of at least a majority\nof the \n\n\n                                    -7-\n\n\n\ndirectors then still in office who were directors at the beginning of the \nperiod or (iii) a person (as defined in clause (i) above) acquires (or, \nduring the 12-month period ending on the date of the most recent acquisition \nby such person or group or persons, has acquired) gross assets of Employer \nthat have an aggregate fair market value greater than or equal to over 50% of \nthe fair market value of all of the gross assets of Employer immediately \nprior to such acquisition or acquisitions.\n\n     8.2.  Notwithstanding any other provision of this Agreement, if (a) there\nis a change in the ownership or effective control of Employer or in the\nownership of a substantial portion of the assets of Employer [within the meaning\nof Section 280G(b)(2)(A) of the Internal Revenue Code (the 'Code')], and (b) the\npayments otherwise to be made pursuant to Section 8.1 and any other payments or\nbenefits otherwise to be paid to Employee in the nature of compensation to be\nreceived by or for the benefit of Employee and contingent upon such event (the\n'Termination Payments') would create an 'excess parachute payment' within the\nmeaning of Section 280G of the Code, then Employer shall make the Termination\nPayments in substantially equal installments, the first installment being due\nwithin thirty days after the date of termination and each subsequent installment\nbeing due on January 31 of each year, such that the aggregate present value of\nall Termination Payments, whether pursuant to this Agreement or otherwise, will\nbe as close as possible to, but not exceed, 299% of the Employee's base amount,\nwithin the meaning of Section 280G.\n\n9.   EMPLOYEE'S NON-COMPETITION OBLIGATION:\n\n     9.1.  Employee acknowledges and agrees that he serves in a special \ncapacity for Employer and Subsidiary pursuant to which he will acquire unique \nknowledge of the operations and business of Employer and Subsidiary and, as \nsuch, will not be engaged in a common calling.  During the existence of \nEmployee's employment by Employer and Subsidiary hereunder and, if the \nemployment of Employee is terminated by Employer for any reason pursuant to \nSection 6.2 or Employee voluntarily terminates his employment pursuant to \nSection 6.1 (unless such voluntary termination occurs within twelve months \nafter a 'change in control', as defined in Section 8.1), for a period of \nthree (3) years from the date on which he shall cease to be employed by \nEmployer or Subsidiary, Employee shall not, acting alone or in conjunction \nwith others, directly or indirectly, and whether as principal, agent, \nofficer, director, partner, employee, consultant, broker, dealer or \notherwise, in any of the Business Territories (as defined below), engage in \nany business in competition with the business conducted by Employer, \nSubsidiary or any subsidiary of Employer or Subsidiary, whether for his own \naccount or otherwise, or solicit, canvass or accept any business or \ntransaction for or from any other company or business in competition with \nsuch business of Employer or Subsidiary in any of the Business Territories.  \nFor purposes hereof, the term 'Business Territories' means the \n\n                                    -8-\n\n\n\ngeographical regions within the geographic borders of each State in which \nEmployer or Subsidiary is doing business during the term of this Agreement \nand (in the case of post-employment non-competition obligations) at the date \nof the termination of Employee's employment with Employer and Subsidiary and \nany State in which Employer had reasonable prospects of engaging in business \nduring the three-year noncompetition period following termination of \nemployment.\n\n     9.2.  It is the desire and intent of the parties that the provisions of\nSection 9.1 shall be enforced to the fullest extent permissible under the laws\nand public policies of the State of Texas.  Accordingly, if any particular\nportion of Section 9.1 shall be adjudicated to be invalid or unenforceable,\nSection 9.1 shall be deemed amended to (i) reform the particular portion to\nprovide for such maximum restrictions as will be valid and enforceable or if\nthat is not possible, then (ii) delete therefrom the portion thus adjudicated to\nbe invalid or unenforceable.\n\n10.  OBLIGATIONS TO REFRAIN FROM COMPETING UNFAIRLY:\n\n     10.1.  In addition to the other obligations agreed to by Employee in this\nAgreement, Employee agrees that during his employment with Employer or\nSubsidiary and following the termination of his employment by Employer and\nSubsidiary he shall not at any time, directly or indirectly, (a) induce, entice,\nor solicit any employee of Employer or Subsidiary to leave his employment, or\n(b) contact, communicate or solicit any customer of Employer or Subsidiary\nderived from any customer list, customer lead, mail, printed matter or other\ninformation secured from Employer, Subsidiary or their present or past\nemployees, or (c) in any other manner use any customer lists or customer leads,\nmail, telephone numbers, printed material or material of Employer or Subsidiary\nrelating thereto.\n\n11.  MISCELLANEOUS:\n\n     11.1.  All notices and other communications required or permitted hereunder\nor necessary or convenient in connection herewith shall be in writing and shall\nbe deemed to have been given when mailed by registered mail or certified mail,\nreturn receipt requested, as follows (provided that notice of change of address\nshall be deemed given only when received):\n\n     If to Employer or Subsidiary, then notice must be given to both:\n\n     AmeriCredit Corp.\n     200 Bailey Avenue\n     Fort Worth, Texas  76107\n     Attention: Chairman\n                and\n     AmeriCredit Financial Services, Inc.\n\n\n\n                                    -9-\n\n\n\n          200 Bailey Avenue\n     Fort Worth, Texas 76107\n     Attention: President\n\n     If to Employee, to:\n\n     Edward H. Esstman\n     200 Bailey Avenue\n     Fort Worth, Texas 76107\n\nor to such other names or addresses as Employer, Subsidiary or Employee, as the\ncase may be, shall designate by notice to the other party hereto in the manner\nspecified in this Section 10.1.\n\n     11.2.  This Agreement shall be binding upon and inure to the benefit of\nEmployer, its successors, legal representatives and assigns, and upon Employee,\nhis heirs, executors, administrators, representatives and assigns.  Employee\nagrees that his rights and obligations hereunder are personal to him and may not\nbe assigned without the express written consent of Employer and Subsidiary.\n\n     11.3.  This Agreement replaces and merges all previous agreements and\ndiscussions relating to the same or similar subject matters between Employee,\nEmployer and Subsidiary with respect to the subject matter of this Agreement,\nincluding, without limitation, that certain Employment Agreement, dated and\neffective as of May 20, 1993, by and between Employer and Employee.  This\nAgreement may not be modified in any respect by any verbal statement,\nrepresentation or agreement made by any employee, officer, or representative of\nEmployer or Subsidiary or by any written agreement unless signed by an officer\nof Employer who is expressly authorized by Employer to execute such document.\n\n     11.4.  (a)  If any provision of this Agreement or application thereof to\nanyone or under any circumstances shall be determined to be invalid or\nunenforceable, such invalidity or unenforceability shall not affect any other\nprovisions or applications of this Agreement which can be given effect without\nthe invalid or unenforceable provision or application.\n\n            (b)  Without intending to limit the remedies available to Employer\nor Subsidiary, it is mutually understood and agreed that Employee's services are\nof a special, unique, unusual, extraordinary and intellectual character giving\nthem a peculiar value, the loss of which cannot be reasonably or adequately\ncompensated in damages in an action at law, and, therefore, in the event of a\nbreach by Employee, Employer shall be entitled to equitable relief by way of\ninjunction or otherwise.\n\n            (c)  Employee acknowledges that Sections 4, 9 and 10 are expressly\nfor the benefit of Employer and Subsidiary, that Employer and Subsidiary would\nbe irreparably injured by a \n\n\n                                    -10-\n\n\n\nviolation of Section 4, 9 and\/or 10 and that Employer or Subsidiary would \nhave no adequate remedy at law in the event of such violation.  Therefore, \nEmployee acknowledges and agrees that injunctive relief, specific performance \nor any other appropriate equitable remedy (without any bond or other security \nbeing required) are appropriate remedies to enforce compliance by Employer \nwith Section 4, Section 9 and Section 10.\n\n     11.5.  Employee acknowledges that, from time to time, Employer or\nSubsidiary may establish, maintain and distribute employee manuals or handbooks\nor personnel policy manuals, and officers or other representatives of Employer\nor Subsidiary may make written or oral statements relating to personnel policies\nand procedures.  Such manuals, handbooks and statements are intended only for\ngeneral guidance.  No policies, procedures or statements of any nature by or on\nbehalf of Employer or Subsidiary (whether written or oral, and whether or not\ncontained in any employee manual or handbook or personnel policy manual), and no\nacts or practices of any nature shall be construed to modify this Agreement or\nto create express or implied obligations of any nature to Employee.\n\n     11.6.  The laws of the State of Texas will govern the interpretation,\nvalidity and effect of this Agreement without regard to the place of execution\nor the place for performance thereof, and Employer and Employee agree that the\nstate and federal courts situated in Tarrant County, Texas shall have personal\njurisdiction over Employer and Employee to hear all disputes arising under this\nAgreement.  This Agreement is to be at least partially performed in Tarrant\nCounty, Texas, and, as such, Employer and Employee agree that venue shall be\nproper with the state or federal courts in Tarrant County, Texas to hear such\ndisputes.  In the event either Employer or Employee is not able to effect\nservice of process upon the other with respect to such disputes, Employer and\nEmployee expressly agree that the Secretary of State for the State of Texas\nshall be an agent of Employer and\/or the Employee to receive service of process\non behalf of Employer and\/or the Employee with respect to such disputes.\n\n12.  ADDITIONAL INSTRUMENTS:\n\n     Employee and Employer shall execute and deliver any and all additional\ninstruments and agreements that may be necessary or proper to carry out the\npurposes of this Agreement.\n\n\n\n                                    -11-\n\n\n\n     IN WITNESS WHEREOF, the undersigned, intending to be legally bound, have\nexecuted this Agreement as of the date first written above.\n\nWITNESS:                               AmeriCredit Corp.\n\n                                       By:\n------------------------------            ----------------------------------\nGerald W. Haddock, Chairman               Clifton H. Morris, Jr.\nof the Stock Option\/                      Chairman, President and\nCompensation Committee of                 Chief Executive Officer\nAmeriCredit Corp.\n\n\n                                          AmeriCredit Financial\n                                             Services, Inc.\n\n                                       By:\n                                          ----------------------------------\n                                          Michael R. Barrington\n                                          President and Chief\n                                          Operating Officer\n\n\n\n                                       EMPLOYEE\n\n                                       By:\n                                          ----------------------------------\n                                          Edward H. Esstman\n\n\n\n\n\n                                    -12-\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[6685],"corporate_contracts_industries":[9416],"corporate_contracts_types":[9539,9544],"class_list":["post-38917","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-americredit-corp","corporate_contracts_industries-financial__credit","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/38917","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=38917"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=38917"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=38917"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=38917"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}