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8-K
Nov 5, 4:22 PM ET
Regional Management Corp. 8-K
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Contents
4
The Participant agrees that for a period of one (1) year following the Participant’s Termination Date, he shall not, directly or indirectly, on behalf of himself or any other person or entity, (i) work, whether on a full-time, part-time, consulting, or contractor basis, as an officer or in another capacity similar to his management position with the Company for, (ii) provide Business Services to or on behalf of, (iii) operate or manage, or (iv) have an ownership or controlling interest in, the following competitors of the Company: OneMain Financial, Mariner Finance, Lendmark Financial Services, World Acceptance Corp., Republic Finance, goeasy Ltd. (if and to the extent that goeasy Ltd. conducts or seeks to conduct operations within the Non-Compete Territory), Oportun Financial Corporation, Attain Finance and its affiliates, 1st Franklin Financial, and their parents, subsidiaries, and/or affiliate companies. Moreover, the restriction in this Section 6(f) shall not prevent the Participant from owning, for personal investment purposes, up to one percent (1%) of the stock of any entity whose securities are listed on a national or regional securities exchange or have been registered under Section 12(b) or Section 12(g) of the Securities Exchange Act of 1934, as amended.
You acknowledge and agree that the terms and conditions of Section 6 of the Severance Plan, as modified above, are reasonable and necessary to protect the legitimate interests of the Corporation and that any violation of Section 6 of the Severance Plan by you may cause substantial and irreparable harm to the Corporation. You also agree that the Corporation may seek any remedies set forth in Section 6 of the Severance Plan should you violate Section 6 of the Severance Plan. You and the Corporation specifically agree that Section 6 of the Severance Plan is incorporated herein by reference and integrated as amended herein. Notwithstanding the foregoing, (a) nothing in this Letter Agreement prohibits you from reporting possible violations of federal law or regulation to any governmental agency or entity, including but not limited to the Department of Justice, the Securities and Exchange Commission, the Congress, or any agency Inspector General, or making other disclosures that are protected under the whistleblower provisions of federal law or regulation, and you acknowledge and understand that you do not need the prior authorization of the Corporation to make any such reports or disclosures and are not required to notify the Corporation that you have made or will make such reports or disclosures; and (b) you will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, and (B) solely for the purpose of reporting or investigating a suspected violation of law, or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.
[Signature Page to Follow]
If the terms of this Letter Agreement are acceptable, please sign the letter below and return it to me at your earliest opportunity.