TO SECTION D HEREIN.
C.
COMPENSATION.
1.
BASE SALARY.
TRINITY SHALL PAY ENLOE A
BASE SALARY OF $348,232.73 PER YEAR ("BASE SALARY"), PAYABLE IN ACCORDANCE WITH
TRINITY'S POLICIES RELATING TO SALARIED EMPLOYEES.
BASED UPON AN EVALUATION OF
ENLOE'S AND THE COMPANIES' PERFORMANCE CONDUCTED NO LESS FREQUENTLY THAN ONCE
ANNUALLY BY THE BOARD, ENLOE'S BASE SALARY MAY BE ADJUSTED AT SUCH RATE AND AT
SUCH TIMES AS MAY BE FIXED BY THE BOARD IN ITS SOLE DISCRETION.
2.
BONUS.
ENLOE MAY BE GRANTED A BONUS AT
THE END OF EACH FISCAL YEAR AS DETERMINED AT THE SOLE DISCRETION OF THE BOARD
("BONUS").
THE BOARD MAY ESTABLISH TARGET OR PERFORMANCE-BASED CRITERIA FOR THE
BONUS AT ITS SOLE DISCRETION.
3.
INCENTIVE COMPENSATION AND DEFERRED
COMPENSATION.
ENLOE SHALL BE ELIGIBLE TO PARTICIPATE IN THE TRINITY'S 1998
OPTION PLAN, THE TRINITY CAPITAL CORPORATION 2005 STOCK INCENTIVE COMPENSATION
PLAN, THE TRINITY CAPITAL CORPORATION 2005 DEFERRED COMPENSATION PLAN AND ANY
OTHER PLAN ADOPTED BY TRINITY.
STOCK INCENTIVE GRANTS MAY BE AWARDED AT THE
SOLE DISCRETION OF THE BOARD.
PARTICIPATION IN THE TRINITY'S DEFERRED
COMPENSATION PLAN IS PERMITTED PURSUANT TO THE LIMITATIONS ESTABLISHED BY THE
BOARD FROM TIME TO TIME.
4.
FRINGE BENEFITS.
ENLOE SHALL BE
ENTITLED TO PARTICIPATE ON THE SAME BASIS AS ALL OTHER EMPLOYEES IN EACH FRINGE,
WELFARE, 401(K) SAVINGS PLAN, PENSION BENEFIT AND INCENTIVE PROGRAM ADOPTED FROM
TIME TO TIME BY TRINITY FOR THE BENEFIT OF ALL EMPLOYEES.
IN ADDITION, ENLOE
SHALL BE ENTITLED TO THE FOLLOWING:
A.
VACATION AND SABBATICAL.
ENLOE SHALL
RECEIVE THREE (3) WEEKS PAID VACATION ANNUALLY, AND TWO (2) WEEKS OF PAID SICK
LEAVE ANNUALLY AND SHALL BE ENTITLED TO THE SAME SABBATICAL BENEFITS AS ALL
OTHER EMPLOYEES OF TRINITY.
B.
INSURANCE.
ENLOE SHALL BE COVERED UNDER
ANY LIFE INSURANCE, SALARY CONTINUATION AND LONG-TERM DISABILITY INSURANCE
PROGRAMS, IN ACCORDANCE WITH THEIR TERMS AND REQUIRED PREMIUMS, AS IN EFFECT FOR
EMPLOYEES OF TRINITY FROM TIME TO TIME.
C.
AUTOMOBILE AND INSURANCE.
ENLOE SHALL
BE COVERED UNDER TRINITY'S INSURANCE FOR ALL AUTOMOBILE INSURANCE DEEMED
NECESSARY UNDER THE LAWS OF THE STATE OF NEW MEXICO.
ENLOE SHALL BE ENTITLED TO
REIMBURSEMENT OF
2
ONE-HALF (1/2) OF MONTHLY AUTOMOBILE LEASE PAYMENTS AS DEEMED REASONABLE BY THE
BOARD DURING THE TERM OF THIS AGREEMENT.
D.
EXPENSES.
THE COMPANIES, AS APPLICABLE,
SHALL REIMBURSE, UPON SUBMISSION OF APPROPRIATE RECEIPTS AND SUPPORTING
DOCUMENTATION, THE ACTUAL, REASONABLE AND CUSTOMARY EXPENSES OF ENLOE PURSUANT
TO THE COMPANIES' CURRENT POLICIES AND PRACTICES.
5.
RESTITUTION. ENLOE AGREES TO MAKE
RESTITUTION OR REPAY TRINITY FOR ANY COMPENSATION AS REQUIRED BY SECURITIES LAWS
OR ANY OTHER APPLICABLE STATUTES.
D.
TERMINATION.
1.
NOTICE OF TERMINATION.
"NOTICE OF
TERMINATION" SHALL MEAN A NOTICE IN ACCORDANCE WITH THIS SECTION D OF AN
INTENTION TO TERMINATE ENLOE'S EMPLOYMENT THAT SHALL STATE THE SPECIFIC
TERMINATION PROVISION IN THIS AGREEMENT UPON WHICH THE TERMINATING PARTY RELIES.
2.
DATE OF TERMINATION.
"DATE OF
TERMINATION" SHALL MEAN:
A.
IF ENLOE'S EMPLOYMENT IS TERMINATED
BECAUSE OF DEATH, THE DATE OF ENLOE'S DEATH; OR
B.
IF THE AGREEMENT IS TERMINATED BY NOTICE
OF