{"id":40390,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/retirement-agreement-hrb-management-inc-and-ozzie-wenich.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"retirement-agreement-hrb-management-inc-and-ozzie-wenich","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/retirement-agreement-hrb-management-inc-and-ozzie-wenich.html","title":{"rendered":"Retirement Agreement &#8211; HRB Management Inc. and Ozzie Wenich"},"content":{"rendered":"<pre>\n                                    AGREEMENT\n\n     THIS AGREEMENT is entered into as of the 21st day of February, 2000,\n(\"Agreement Date\") by and between HRB Management, Inc. (\"Block\") and Ozzie\nWenich (\"Wenich\").\n\n     WHEREAS, Wenich is employed by HRB Management, Inc. to serve as Senior Vice\nPresident and Chief Financial Officer of H&amp;R Block, Inc., in addition to other\ndirector and officer positions held with Block, its affiliates and subsidiaries\n(a complete list of all such positions is attached hereto as Exhibit A);\n\n     WHEREAS, Wenich possesses intimate knowledge of the business and affairs of\nBlock, its parents, subsidiaries and affiliates, particularly related to\nfinancial and operational matters; and\n\n     WHEREAS, the parties desire to set forth the terms and conditions upon\nwhich Wenich will retire as of August 31, 2000;\n\n     NOW THEREFORE, in consideration of the foregoing and the mutual covenants\nand agreements hereinafter set forth, Block and Wenich (collectively, the\n\"Parties\") agree as follows:\n\n1.   Change in Employment. As of February 21, 2000, it is agreed that Wenich \nwill no longer serve as Senior Vice President and Chief Financial Officer of H&amp;R\nBlock, Inc. or hold any other officer and director position now held with Block,\nits parents, subsidiaries and affiliates; however, his employment with Block\nwill continue through his retirement on August 31, 2000 (the \"Employment\nTermination Date\"). During the period February 21, 2000, through the Employment\nTermination Date, Wenich will work on such projects and assignments as are\nmutually agreed upon by Block and Wenich, provided that, unless otherwise agreed\nto by Wenich, all such projects and assignments shall relate to the transition\nto new management. Wenich shall make himself available for deposition and trial\ntestimony in matters of litigation involving Block and its affiliates through\nthe Employment Termination Date. He shall continue to be a regular, full-time\nBlock employee through the Employment Termination Date for the purposes of\nsalary and certain benefits, as set forth in this Agreement. Wenich shall have\nno set hours of work and services shall be provided by Wenich from his home,\nexcept to the extent that such work must be performed at Block's offices or\nanother location, as mutually agreed by Block and Wenich. As Wenich continues as\nan employee through the Employment Termination Date, Wenich's salary will be at\nthe same annual rate as his annual rate of salary in effect on the Agreement\nDate and will be paid semi-monthly on the 15th and last day of each month.\nDuring the period February 21, 2000, through the Employment Termination Date any\naccrued and available vacation, floating holidays, personal days or paid time\noff benefits to which Wenich is eligible as of February 21, 2000, shall not be\napplied to any and all periods during which Wenich is not actively pursuing\nprojects, tasks or functions on Block's behalf, and Wenich shall be paid for\nsuch days and benefits in accordance with Paragraph 3 of this Agreement. Wenich\nwill resign (a) as Senior Vice President and Chief Financial Officer of H&amp;R\nBlock, Inc. and (b) from any\n\n   2\n\nand all officer and director positions held with Block, its parents, affiliates\nand subsidiaries effective as of February 21, 2000 (a complete list of all\npositions held on the date of this Agreement (collectively, the \"Executive\nPositions\") is attached hereto as Exhibit A). Such resignations shall not affect\nWenich's status as an employee of Block or affect Wenich's participation in, or\nvesting under, any employee benefit or welfare plans of Block or any of Block's\naffiliates or parent companies, including, without limitation, the H&amp;R Block\nDeferred Compensation Plan for Executives, the 1993 Long-Term Executive\nCompensation Plan and any other executive compensation, benefit or bonus plans\n(collectively, the \"Plans\") for which Wenich would be eligible to receive\ncompensation or benefits through the Employment Termination Date. In other\nwords, Mr. Wenich shall participate in and vest under all such Plans as if he\nheld the Executive Positions through the Employment Termination Date.\n\n2.   Termination of Employment. By mutual agreement, Wenich's employment with\nBlock will terminate on the Employment Termination Date. Said termination will\nbe treated as a retirement for all purposes.\n\n3.   Payment to account for Past Accrued and Unused Paid-Time-Off. In\nconsideration of the covenants and agreements set forth herein, Block agrees to\npay to Wenich no later than the close of business on the Employment Termination\nDate the sum of $146,568.16 representing (a) $125,188.44 as compensation for\n1,025.59 hours of vacation days accumulated prior to January 1, 2000, including\n861.41 hours forfeited as unused under Block's policy, (b) $4,113.28 as\ncompensation for 32.0 hours of floating holidays and personal days accumulated\nprior to January 1, 2000 and not forfeited under Block's policy, (c) $13,281.80\nas compensation for 106.664 hours of vacation days accumulated between January\n1, 2000 and the Employment Termination Date, and (d) $3,984.64 as compensation\nfor 32.0 hours of personal days and floating holidays accumulated between\nJanuary 1, 2000 and the Employment Termination Date. Such payment shall be\nsubject to deferral under the H&amp;R Block Deferred Compensation Plan for\nExecutives in accordance with Wenich's deferral election for calendar year 2000\nand the provisions of such Plan pertaining to Company Matching Contributions\nshall apply to the deferred portion of such payment.\n\n4.   Employment Benefits. \n\n     (a) Up to and through the Employment Termination Date, Wenich shall\ncontinue to be a Block employee and all benefits and rights of employment will\nextend to Wenich through the Employment Termination Date. Continuation of\nWenich's employment by Block through the Employment Termination Date shall\ncontinue Wenich's participation in, and vesting under, any employee benefit or\nwelfare plans of Block or any of Block's affiliates or parent companies through\nthe Employment Termination Date. Wenich will share in the allocation of the\ncontributions to any employee pension benefit plans maintained by Block for the\nyear ending April 30, 2000, and, as an employee of Block on April 30, 2000, will\nbe entitled to participate in Block's short-term incentive compensation program\nand discretionary incentive compensation program for the fiscal year ending\nApril 30, 2000, each as approved by the compensation committee of the H&amp;R Block,\nInc. Board of Directors in June 1999 (including an aggregate target incentive\namount under the programs of $129,500).\n\n\n                                       2\n   3\n\nHours of service will be credited to him under such plans based on compensation\npaid to him through the Employment Termination Date. Benefits under employee\nbenefit or welfare plans will accrue and be payable to Wenich after the\nEmployment Termination Date as expressly provided in the post-termination\nprovisions of such plans. Up to and through the Employment Termination Date,\nBlock will credit Wenich's account under the H&amp;R Block Deferred Compensation\nPlan for Executives with salary deferrals, bonus deferrals and Company matching\ncontributions in accordance with the provisions of such Plan and Wenich's\ndeferred election for the 2000 plan year. Wenich will continue as a participant\nin the Executive Survivor Plan through the Employment Termination Date and will\nbe entitled to continuation of coverage after the Employment Termination Date\nonly in accordance with established Plan terms.\n\n     (b) Wenich will not be considered an employee of Block after the Employment\nTermination Date. Nothing in this Agreement will constitute or cause a\ncontinuation of Wenich's employment by Block or extend Wenich's participation\nin, or vesting under, any employee benefit or welfare plans of Block or any of\nBlock's parent, subsidiary or affiliated companies after the Employment\nTermination Date. Benefits under such plans will not accrue or be payable to\nWenich after the Employment Termination Date except as may be expressly provided\nin the post-termination provisions of such plans, or except as stated in\nParagraph 4(c) below.\n\n     (c) Wenich will have three (3) months after the Employment Termination Date\nto exercise any outstanding stock options granted to Wenich under the 1993\nLong-Term Executive Compensation Plan to the extent such options are exercisable\nas of the Employment Termination Date.\n\n     (d) Throughout the employment period (through the Employment Termination\nDate), Wenich will be entitled, at his option, to continue his enrollment in the\nH&amp;R Block employee health care plan (including any medical, dental or vision\ncoverage thereunder) in which he is currently enrolled and Block will continue\nto pay that portion of any premiums for such enrollment that Block customarily\npays under the provisions of the applicable plan; provided that, should Wenich\nactually be covered under the health care plan of another employer on or before\nAugust 31, 2000, the continuation of all plan coverage under the H&amp;R Block\nhealth care plan and Block's obligation to pay any premiums under this\nSubparagraph 3(d) will immediately terminate as of the date such other coverage\ncommences. Wenich will pay the balance of any health care premium not paid by\nBlock, which balance Block may deduct from the salary payable to Wenich under\nParagraph 1 of this Agreement. Wenich agrees that the statutory period for the\ncontinuation of group health plan coverages under the Consolidated Omnibus\nBudget Reconciliation Act of 1985 (\"COBRA\") begins as of the Employment\nTermination Date.\n\n     (e) Under the terms of the discretionary incentive compensation program for\nfiscal year 2000, twenty percent (20%) of Wenich's aggregate short-term target\nincentive amount is discretionary, to be determined by Wenich's immediate\nsupervisor and approved by the compensation committee of the Board of Directors\nof H&amp;R Block, Inc. For the purposes of such discretionary bonus, the\ndiscretionary payout will be based upon 100% of Wenich's discretionary target\nincentive amount.\n\n                                       3\n   4\n\n     (f) Wenich shall be entitled to continue all deductions or deferrals from\nsalary established by Wenich prior to February 21, 2000, throughout the period\nfrom February 21, 2000 through the Employment Termination Date.\n\n5.   Confidential Information. Wenich agrees that, during and after the term of\nthis Agreement, he will not, without the prior written consent of Block,\ndirectly or indirectly use for the benefit of any person or entity other than\nBlock, or make known, divulge or communicate to any person, firm, corporation or\nother entity, any confidential or proprietary information or trade secrets\nrelating to Block, H&amp;R Block, Inc. and Block's other affiliates revealed to,\nacquired by or developed by Wenich during his employment with Block or any of\nits affiliates including, but not limited to, information concerning business\nplans; strategies; acquisitions; dispositions; customers; employees; litigation\nor other disputes; financial results; financial matters; agreements with third\nparties; budgets; forecasts; marketing programs; pricing; systems; and methods\nof operations. Wenich will not retain after August 31, 2000, any document,\nrecord, paper, disk, computer file, tape or compilation of information relating\nto any of the foregoing.\n\n6.   Non-Competition Covenant. Wenich agrees that (a) during the term of this\nAgreement he will not accept employment in any capacity, serve as a director or\nofficer of, or serve as a consultant to, any firm involved in any line of\nbusiness in which H&amp;R Block, Inc. and\/or any of its subsidiaries are involved,\nand (b) during the term of this Agreement and for a period of one year following\nthe Employment Termination Date, he will not accept employment in any capacity\nwith, serve as a director or officer of, or serve as a consultant to, any firm\ninvolved in the income tax return preparation business.\n\n7.   Non-solicitation of Block Employees. Wenich will not solicit any Block\nemployee or any employee of any Block parent, subsidiary or other affiliate, for\nemployment, consultation or any other purpose whatsoever during the term of this\nAgreement and for the one-year period thereafter.\n\n8.   Injunctive Relief. Wenich acknowledges that, because of his employment\nposition with Block, his training and experience with Block, its parents,\nsubsidiaries and affiliates, and his access to confidential business and\nfinancial information about Block, its parents, subsidiaries, and affiliates,\nirreparable injury to Block, its parents, subsidiaries, and affiliates would\nresult from Wenich's violation of any of the provisions of the above Paragraphs\n4, 5 and 6. Wenich therefore agrees that, in addition to and without limitation\nof any rights Block has hereunder and under applicable law, if he violates any\nof the provisions of Paragraphs 4, 5 and 6 of this Agreement, Block will be\nentitled to specific performance and injunctive and other equitable relief.\nWenich acknowledges and agrees that H&amp;R Block, Inc. and H&amp;R Block Tax Services,\nInc. and all other affiliates of Block are third-party beneficiaries of this\nAgreement.\n\n9.   Conduct.\n     \n     (a). Wenich's Conduct. During the period February 21, 2000, through the\nEmployment Termination Date, Wenich will be reasonably and appropriately\nresponsive \n\n\n                                       4\n   5\n\nto, and fully supportive of the management of Block and its affiliates and will\nbe cooperative with such management in providing information regarding areas of\nhis expertise and experience with Block. As a continuing employee of Block\nthrough the Employment Termination Date, Wenich will not (a) defame Block, its\naffiliates or their respective employees, (b) make disparaging statements to the\nmedia, to any employee or contractor of Block or its affiliates, or to any other\nperson or entity concerning Block or any of its affiliates, their respective\nemployees or any matter related to his employment or non-employment, or (c) do\nany deliberate act designed primarily to injure the business or reputation of\nBlock or any of its affiliates.\n\n     (b) Block's Conduct. During the period February 21, 2000, through the\nEmployment Termination Date, Block will be respectful of and reasonably\nresponsive to and supportive of Wenich. Block will not (a) defame Wenich, (b)\nmake disparaging statements to the media, to any employee or contractor of Block\nor its affiliates, or to any other person or entity regarding Wenich, his\nperformance, character, status or any other personal or professional matter, (c)\ndo any deliberate act designed in whole or in part to injure, embarrass or\ndamage Wenich's reputation\n\n10.  Contracts, Commitments and Expenses. During the period February 21, 2000,\nthrough the Employment Termination Date and at all times thereafter, Wenich will\nnot initiate, make, renew, confirm or ratify any contracts or commitments for or\non behalf of Block or any of its affiliates, nor will Wenich incur any expenses\non behalf of Block without Block's prior written consent., except for such\nexpenses as Wenich is reasonably required to incur for projects, assignments or\ntestimony as described in Paragraph 1 above. Block shall promptly reimburse\nWenich for any such expenses paid by him.\n\n11.  Term and Termination. In all events, this Agreement shall terminate at the\nclose of business on the Employment Termination Date. Notwithstanding any\ntermination of this Agreement whatsoever, Wenich's obligations and agreements\nunder Paragraphs 5, 6, 7, 8, 10, 12, 13, 14, 17 and 18, Block's obligations\nunder Paragraphs 2, 3, 4 (to the extent they apply following such termination),\n15, 16 and 18, and such other terms of this Agreement which by their nature\nshould survive, will survive such termination and continue indefinitely (unless\nexpressly limited in terms of time).\n\n12.  Release by Wenich. In consideration of Block's promise to Wenich of the\ncompensation and benefits specified in Paragraphs 1 and 3 of this Agreement and\nBlock's other promises and agreements set forth in this Agreement, Wenich for\nhimself and for his relations, heirs, legal representatives and assigns\nunconditionally releases and forever discharges Block, H&amp;R Block, Inc., and all\nother affiliates of Block, their respective present and past directors,\nofficers, employees, agents, predecessors, successors, and assigns of and from\nany and all claims, demands, actions, causes of action and suits of any kind\nwhatsoever, whether under federal or state statute, local regulation or at\ncommon law or which thereafter arise from any matter, fact, circumstance, event,\nhappening or thing whatsoever occurring or failing to occur prior to the date of\nthis Agreement involving Wenich's employment by Block or any affiliate of Block\nincluding, without limitation, Wenich's hiring, compensation earned as of or\nbefore the date of this Agreement, the termination of Wenich's responsibilities\nas an officer of \n\n\n                                       5\n   6\n\nH&amp;R Block, Inc., and as a director and\/or officer of each other affiliate of\nBlock, Wenich's termination as an employee of Block, other obligations of Block\nor any other Block affiliate (except for those obligations expressly stated in\nthis Agreement or applicable benefit plans), and further including, but not\nlimited to, any claims for race, sex or age discrimination under the Age\nDiscrimination in Employment Act, as amended (\"ADEA\"), Title VII of the Civil\nRights Act of 1964, the 1991 amendments of such Civil Rights Act, the Americans\nwith Disabilities Act, as amended, and all other federal and state statutes and\ncommon law doctrines.\n\n13.  Consideration of Release of ADEA Claims. With regard to the waiver\/release\nof rights or clams under the ADEA, Wenich acknowledges and understands that this\nis a legal document and that he is legally entitled to, and has been offered, a\nperiod of twenty-one (21) days (the \"Consideration Period\") to consider the\nwaiver\/release of such rights or claims under this Agreement before signing it.\nAfter signing this Agreement, Wenich may revoke the waiver\/release of rights or\nclaims under the ADEA by giving written notice (\"Revocation Notice\") to Frank L.\nSalizzoni, Chief Executive Officer of Block, 4400 Main Street, Kansas City,\nMissouri 64111, within seven (7) days after the date of signing (such seven (7)\nday period, the \"Revocation Period\" and such date of signing, the \"Signing\nDate\"). For such revocation to be effective, the Revocation Notice must be\nreceived no later than 5:00 p.m., Kansas City, Missouri time, on the seventh\n(7th) day after the Signing Date. If Wenich provides the Revocation Notice to\nBlock this Agreement will be null, void and unenforceable by either party, and\nBlock will have no obligation to make any payments to Wenich hereunder.\n\n14.  Acknowledgements. Wenich acknowledges that Block has advised him to consult\nwith an attorney prior to signing this Agreement or before the expiration of the\nRevocation Period. Wenich specifically acknowledges and agrees that either the\nfull twenty-one (21) day Consideration Period has lapsed or he has been offered\nsuch twenty-one (21) day Consideration Period but has elected to waive and\nforego all of the applicable days which have not yet lapsed in such twenty-one\n(21) day Consideration Period. Wenich acknowledges and agrees that upon such\nconsideration he has decided to waive and release any claims that he may have\nunder the ADEA, pursuant to the terms of this Agreement.\n\n15.  Release by Block. In consideration of Wenich's covenants contained in this\nAgreement and the release contained in Paragraph 11, above, Block, for itself\nand its successors, assigns and affiliates, unconditionally releases and forever\ndischarges Wenich, his heirs, legal representatives and assigns of and from any\nand all claims, demands, actions, causes of action, and suits of any kind\nwhatsoever, under federal or state statute, local regulation or at common law,\nwhether at law or in equity, which now exist or may hereafter arise from any\nmatter, fact, circumstance, event, happening, or thing whatsoever occurring or\nfailing to occur as of or prior to the date of this Agreement involving Wenich's\nemployment by Block or service as a director and\/or officer of Block or any\naffiliate of Block.\n\n16.  Indemnification by Block. To the fullest extent indemnification is \npermitted and available to the officers of Block and the officers of H&amp;R Block,\nInc., from time to time pursuant to Block's Articles of Incorporation, Block's\nBylaws, the Amended and \n\n\n                                       6\n   7\n\nRestated Articles of Incorporation of H&amp;R Block, Inc., and the Bylaws of H&amp;R\nBlock, Inc., during and after Wenich's employment by Block, and to the extent\nnot prohibited by law, Block shall indemnify Wenich from and against all loss,\ncosts, damages and expenses, including, without limitation, reasonable legal\nexpenses of counsel, incurred as a direct or indirect result of any actual or\nthreatened action, suit, proceeding or claim to which Wenich is or threatened to\nbe made a party, or which is otherwise made or brought against Wenich, whether\ncivil, criminal, administrative, investigative or other, by reason of the fact\nthat Wenich was a director, officer, employee or agent of Block, H&amp;R Block,\nInc., or any other affiliate of Block, or a fiduciary within the meaning of the\nEmployee Retirement Security Act of 1974, as amended, with respect to any\nemployee benefit plan of Block, H&amp;R Block, Inc., or any other affiliate of\nBlock.\n\n17.  Return of and Use of Block Property; Consideration. Wenich will return to\nBlock by August 31, 2000, any and all things in his possession or control\nrelating to Block and its affiliates, including but not limited to any equipment\nissued to Wenich for his use offsite, all correspondence, reports, contracts,\nfinancial or budget information, personnel files, office keys, manuals, and all\nsimilar materials not specifically listed herein. Wenich will sign such officer\nresignations, assignments and instruments and give such other cooperation, as\nreasonably requested by Block or any Block affiliate and are consistent with the\nintent of this Agreement.\n\n18.  Non-disclosure. Wenich will not disclose the terms of this Agreement to any\nperson or entity except to members of his immediate family and professional\nadvisors whom he agrees to advise of this confidentiality provision, and to the\nextent required by a final court order, other compulsory process or other law.\nBlock, its parent and other affiliates and their officers agree not to disclose\nthe terms of this Agreement to any person or entity, except to its senior\nmanagement, personnel responsible for implementation of the provisions herein\nrelating to payroll and employment benefits, and professional advisors, with\nwhom it agrees to advise of this confidentiality provision, and to the extent\nrequired by a final court order or other compulsory process, Securities and\nExchange Commission disclosure regulation, or other law.\n\n19.  Access to Company Communication Systems. During the period February 21,\n2000, through the Employment Termination Date, Wenich will have reasonable\naccess at reasonable times to Block electronic mail and telephone voice mail\nsystems; however, during this period Wenich will immediately forward all\nbusiness related communications received on such systems to the Company for\nappropriate processing.\n\n20.  Assignment. The rights and obligations of Block under this Agreement will\ninure to the benefit of and will be binding upon the successors and assigns of\nBlock. Wenich will not assign this Agreement or any rights under this Agreement.\n\n21.  Entire Agreement. This Agreement expresses fully the understandings and\nagreements by and between the Parties hereto, and all prior understandings,\nagreements or commitments of any kind, oral or written, as to any matter covered\nby this Agreement are hereby superseded and cancelled (except to the extent they\nrelate to employee benefits and are not inconsistent with the terms hereof),\nwith no further \n\n\n                                       7\n   8\n\nliabilities or obligations of the Parties with respect thereto except as to any\nmonies due and unpaid between the Parties on the date hereof.\n\n22.  Severability. It is expressly understood to be the intent of the Parties,\nand mutually agreed, that the terms and provisions of this Agreement are\nseverable and, if for any reason any of the terms and provisions of this\nAgreement are declared unenforceable, void, voidable or otherwise invalid, the\nremaining terms and provisions all remain valid and enforceable as written.\n\n23.  Governing Law. It is agreed that this Agreement will be governed by,\nconstrued and enforced in accordance with the laws (excluding conflicts rules)\nof the State of Missouri.\n\n24.  Amendment. This Agreement may be amended at any time and from time to time,\nbut only by a written instrument duly authorized and executed by Block and\nWenich.\n\n25.  Waiver. The failure of either party to insist upon the performance of any \nof the terms and conditions of this Agreement, or the waiver of any breach of\nany of the terms and conditions of this Agreement will not be construed as\nhereafter waiving any such terms and conditions, but the same will continue and\nremain in force and effect as if no such forbearance or waiver occurred.\n\n26.  Notice. Any notices required or permitted by this Agreement must be in\nwriting to be effective, and shall be deemed made or given, if by certified or\nregistered mail, return receipt requested, three days after depositing such\nnotice in the United States mails, postage prepaid, addressed to the receiving\nparty or, if by hand delivery, when delivered personally to Wenich or to the\nbelow-named representative of Block, as the case may be (with a copy\nsimultaneously mailed or delivered to the person identified below as the person\nto whom copies are to be mailed or delivered) as follows:\n\n     If to Wenich:\n\n     To:  Ozzie Wenich \n          3717 Marion Court \n          Independence, MO 64055\n\n     If to Block:\n\n     To:  HRB Management, Inc.\n          Attention: President\n          4400 Main Street\n          Kansas City, MO  64111\n\n\n                                       8\n   9\n\n\n\n\n     with a copy to:\n\n          James H. Ingraham, Esq.\n          H&amp;R Block, Inc.\n          4400 Main Street\n          Kansas City, MO  64111\n\n27.  Paragraph Headings. Paragraph headings contained in this Agreement are for\nconvenience only and will not in any manner be construed as a part of this\nAgreement.\n\n     IN WITNESS WHEREOF, the Parties have executed this Agreement effective as\nof the day and year first above written, but, in the case of Wenich, on the\nsigning Date specified beneath his signature below.\n\n\nHRB MANAGEMENT, INC.\n\n\n\n  \/s\/ Frank L. Salizzoni                  \/s\/ Ozzie Wenich\n-------------------------------------     --------------------------------------\n         Frank Salizzoni                             Ozzie Wenich\n         Chief Executive Officer\n                                          3-7-2000                              \n                                          --------------------------------------\n                                          Signing Date\n\n\n                                       9\n   10\n\n\n                                                                       EXHIBIT A\n\n                   Positions and Offices held by Ozzie Wenich\n                             As of February 21, 2000\n\n1.   H&amp;R BLOCK, INC., a Missouri corporation \n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n2.   BLOCK INVESTMENT CORPORATION, a Delaware corporation\n         Ozzie Wenich          Senior Vice President\n\n3.   HRB MANAGEMENT, INC., a Missouri corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n4.   H&amp;R BLOCK CANADA, INC., a corporation incorporated in Canada under the \n     Canada Business Corporations Act\n         Ozzie Wenich          Chief Financial Officer\n\n5.   H&amp;R BLOCK (NOVA SCOTIA), INCORPORATED, a Nova Scotia corporation\n         Ozzie Wenich          Director and President\n\n6.   CASHPLAN SYSTEMS, INC., a British Columbia corporation\n         Ozzie Wenich          Chief Financial Officer\n\n7.   BLOCK FINANCIAL CORPORATION, a Delaware corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n8.   FRANCHISE PARTNER, INC., a Nevada corporation\n         Ozzie Wenich          President\n\n9.   H&amp;R BLOCK FINANCIAL ADVISORS, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President, Chief Financial Officer \n                                      and Treasurer\n\n10.  H&amp;R BLOCK INSURANCE SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President, Chief Financial Officer \n                                      and Treasurer\n\n11.  HRB BUSINESS SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Director, Senior Vice President and Chief \n                                      Financial Officer\n\n12.  C.W. AMOS BUSINESS SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n                                       10\n   11\n\n13.  DMJK BUSINESS SERVICES, INC., a Missouri corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n14.  FERS BUSINESS SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n15.  BLOCK HOLDINGS, INC., an Illinois corporation\n         Ozzie Wenich          Senior Vice President, Chief Financial Officer \n                                      and Treasurer\n\n16.  FERS PERSONAL FINANCIAL SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President, Chief Financial Officer \n                                      and Treasurer\n\n17.  PRACTICE DEVELOPMENT INSTITUTE, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n18.  FM BUSINESS SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n19.  FREED MAXICK ABL SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n20.  KSM BUSINESS SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n21.  RP BUSINESS SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n22.  RSM MCGLADREY, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President, Chief Financial Officer \n                                      and Treasurer\n\n23.  WS BUSINESS SERVICES, INC., a Delaware corporation\n         Ozzie Wenich          Senior Vice President and Chief Financial Officer\n\n24.  COMPANION INSURANCE, LTD., a Bermuda corporation\n         Ozzie Wenich          Director and Senior Vice President\n\n25.  H&amp;R BLOCK TAX AND FINANCIAL SERVICES LIMITED, a United Kingdom corporation\n         Ozzie Wenich          Director\n\n                                       11\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7707],"corporate_contracts_industries":[],"corporate_contracts_types":[9539,9551],"class_list":["post-40390","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-h-r-block-inc","corporate_contracts_types-compensation","corporate_contracts_types-compensation__severance"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/40390","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=40390"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=40390"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=40390"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=40390"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}