EXHIBIT 10.46
FIC Insurance Group
Investors Life Insurance Company of North America
Family Life Insurance Commpany
April 5, 2004
Jeffrey Demgen P.O.
Box 49361
Austin, Texas 78765
Dear Mr. Demgen:
After reviewing your employment agreement and the letter that you received from
Gene Payne dated May 22, 2003, we have developed the following multi-part
arrangement to meet the Company's obligations to you:
Salary Continuation: Under the terms of your Employment Agreement, you will
receive your Base Salary ($180,000.00) payable bi-weekly in accordance with the
Company's regular payroll schedule through February 26, 2006. The base salary is
a gross amount, and the Company will be required to withhold deductions for
Federal, State and FICA taxes.
Life and Health Insurance: Your Employment Agreement (section 3(d)) provides in
part that "If for any reason, the Company is unable to make available to
Employee coverage under the life insurance or the group medical insurance plans
generally available .... the Company shall obtain substantially similar
individual life insurance, and medical insurance for such individual and his
family. The dollar amount of the Employee's contribution to the premiums for
such individual insurance and medical insurance benefits shall not exceed the
dollar amount of the contributions which would otherwise have been made by the
Employee under the group life and medical plans generally available to employees
of the Company."
The Company will continue to provide you and your family with Medical and Dental
Coverage under the Humana and Guardian provider plans. If the Company changes
these providers and you are no longer an "eligible covered participant," the
Company will pay your COBRA payments for both Medical and Dental coverage
through February 26, 2006. You will continue to pay the deducted employee
premium portion on a bi-weekly rate for both Medical and Dental coverage(s).
The Company will continue to pay the premiums on your Univestor Level term
policy with a face amount of $150,000.00. It will continue the monthly premium
payments until February 26, 2006. You will continue to pay bi-weekly deductions
to cover the normal premium amount applied to employee group and optional life
coverage(s).
Pension Plan and 401(k) Plan Participation: You are not eligible to continue to
participate in these plans. The relevant IRS regulations for these plans only
allow participants to achieve service credit based on working 1,000 or more
hours per year and working a minimum of 30 hours per week. The Company will
instead make the following payments to you.
401(k) Plan. In lieu of participation in the 401(k) plan, you will receive
payments in the following amounts:
For the period ended 12/31/2003 $1,800.00
For the period ended 12/31/ 2004 $3,600.00
For the period ended 12/31/ 2005 $3,600.00
Total: $9,000.00
The payments equal the Match benefit that you would have received if you had
continued participation in the 401 (k) plan as an active employee through the
end of your employment contract. The payment for 2003 will be made to you
immediately after you countersign and return a copy of this letter. The other
two payments will be made at the end of the periods to which they apply. These
payments will be considered taxable income in the year received and processed
through the ADP payroll system. This additional income will be included in your
W-2 information for each year received.
Pension Plan. The Company's pension actuarial firm, Pen-Cal, Inc.-has
advised the Company that the difference between your future pension benefit
vvrdi a termination date of June 15, 2003, and a termination date of December
31, 2005, ils $32,505 cuv c:nt lump sum value. The Company will pay you this
amount immediately after you countersign and return a copy of this letter.
Sincerely,
/s/ Sharon Rickey
Sharon Rickey
Vice President, Human Resources
Accepted and agreed;
/s/ Jeffrey Demgen 4/19/04
___________________________________ _________________
Jeffrey Demgen Date: