EXECUTIVE'S EMPLOYMENT
HEREUNDER.
IF EXECUTIVE'S COOPERATION IS NEEDED UNDER THIS PARAGRAPH, THE
COMPANY SHALL USE REASONABLE BEST EFFORTS TO SCHEDULE EXECUTIVE'S PARTICIPATION
AT A MUTUALLY CONVENIENT TIME, AND SHALL REIMBURSE EXECUTIVE FOR REASONABLE
TRAVEL AND OUT-OF-POCKET EXPENSES (FOLLOWING PRESENTMENT OF
9
REASONABLE SUBSTANTIATION).
THIS PROVISION SHALL SURVIVE ANY TERMINATION OF
THIS AGREEMENT OR EXECUTIVE'S EMPLOYMENT.
24.
COUNTERPARTS.
THIS AGREEMENT MAY BE
EXECUTED IN ONE OR MORE COUNTERPARTS, NONE OF WHICH NEED CONTAIN THE SIGNATURE
OF MORE THAN ONE PARTY HERETO, AND EACH OF WHICH SHALL BE DEEMED TO BE AN
ORIGINAL, AND ALL OF WHICH TOGETHER SHALL CONSTITUTE A SINGLE AGREEMENT.
25.
TAX WITHHOLDING.
ALL PAYMENTS MADE PURSUANT
TO THIS AGREEMENT WILL BE SUBJECT TO WITHHOLDING OF APPLICABLE TAXES.
26.
ACKNOWLEDGMENT.
EXECUTIVE ACKNOWLEDGES THAT
HE HAS HAD THE OPPORTUNITY TO DISCUSS THIS MATTER WITH AND OBTAIN ADVICE FROM
HIS PRIVATE ATTORNEY, HAS HAD SUFFICIENT TIME TO, AND HAS CAREFULLY READ AND
FULLY UNDERSTANDS ALL THE PROVISIONS OF THIS AGREEMENT, AND IS KNOWINGLY AND
VOLUNTARILY ENTERING INTO THIS AGREEMENT.
[Remainder of Page Intentionally Left Blank]
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IN WITNESS WHEREOF, each of the parties has executed this Amended and Restated
Executive Officer Employment Agreement, in the case of the Company by its duly
authorized officer, as of the day and year first above written.
COMPANY:
COPART, INC.
By:
/s/ Paul A. Styer
Date:
Print Name:
Paul A. Styer
Title:
Secretary
EXECUTIVE:
/s/ William E. Franklin
Date:
William E. Franklin