Executive Employment Agreement Between Brooke Franchise Corporation And Shawn T. Lowry

Exhibit 10.1

EXECUTIVE EMPLOYMENT AGREEMENT

THIS AGREEMENT MADE AND ENTERED INTO THIS 23 day of February, 2005, by and between BROOKE FRANCHISE CORPORATION, a Missouri corporation ("Employer"), and Shawn T. Lowry ("Employee"), is as follows:


SUBJECT MATTER OF EMPLOYMENT


Employer has and does, hereby employ Employee under this Executive Employment Agreement, effective on January 1, 2005, notwithstanding the date of this Agreement or the date such Agreement is signed by either Employer or Employee, to carry out the duties of the office of President for Employer. Employee hereby accepts employment by Employer, subject to the terms of this Executive Employment Agreement.


Employer and Employee agree that, notwithstanding Employee's status as an employee and officer of Employer, Employee is an "executive officer" of Brooke Corporation as of the effective date of this Agreement for purposes of the Securities Exchange Act of 1934, as amended.


The Employee's title, responsibilities and job description may be periodically revised by Employer without requiring a written amendment to this Agreement.


Employee shall report to the Board of Directors of Employer. Without requiring a written amendment to this Agreement, Employer has the right to change Employee's reporting relationship at any time and assign Employee to report to another individual.


COMPENSATION, BENEFITS AND EXPENSE REIMBURSEMENT


Employer agrees to pay to Employee base salary at the annual rate of One Hundred and Thirty Thousand Dollars ($130,000). The reference to base salary at an annual rate in this Agreement shall not entitle Employee to payment of salary beyond any salary earned through Employee's performance of services under this Agreement through the date of any termination of Employee's employment and/or this Agreement. The base salary will be reviewed periodically for adjustment by Employer, and, if adjusted, such adjusted amount will become the base salary for purposes of this Agreement.


Employee shall be eligible to participate in any short-term or long-term bonus or incentive compensation plans, programs or arrangements as are designated by the Employer at its sole discretion for participation by Employee. Employee will be advised of any terms and performance criteria relating to any such plans, programs or arrangements and any participation by Employee in any such plans, programs or arrangements shall not require a written amendment to this Agreement.


Employer further agrees to provide an automobile to Employee for business use and commuting provided that it is used in accordance with the policies established from time to time by Employer. Employee agrees that the automobile shall at all times remain the property of Employer or one of its affiliates and shall be returned to Employer upon termination of this Agreement.


Employer further agrees to grant Employee certain other benefits as specified in the personnel policies established from time to time by Employer and subject to the discretionary authority given to any applicable benefit plan administrators. Employer's personnel policies may be changed from time to time by Employer without requiring a written amendment to this Agreement.


Employer further agrees to reimburse Employee for reasonable expenses incurred while carrying out the duties assigned by Employer to Employee. Employee agrees to comply with Employer's expense reimbursement policies. At Employer's option, Employee may be provided with a corporate credit card for use in connection with the payment of travel and other employment-related expenses incurred in the performance of Employee's duties under this Agreement. Employee agrees to comply with any policies of Employer applicable to corporate credit card use. Employer, at its sole discretion, shall have the right to terminate the credit card program or revoke Employee's corporate credit card privileges at any time for any reason. Upon any such termination of the program, revocation of privileges, or termination of Employee's employment, Employee agrees to promptly return the corporate credit card to Employer.


ADDITIONAL OBLIGATIONS OF EMPLOYEE


Employee shall comply with the policies (including Employer's interpretations and clarifications thereof) established from time to time by Employer.


Employee agrees to be bound by the rules and policies set forth in the Brooke Franchise Corporation Employee Handbook as amended from time to time. Notwithstanding the foregoing, for any provision of this Executive Employment Agreement that is now or may become conflicted with the same or similar provision in such Employee Handbook, the provision which provides Employer most protection and grants Employer the greatest rights shall govern. Employee further acknowledges that he has received, read, and signed all relevant forms attached to the Employee Handbook.


During and subsequent to Employee's employment under this Agreement, Employee shall respect the confidentiality of client file information, franchise agent information, broker/producer information, lending and loan sales information, and employment file information owned or controlled by Employer, Employer's affiliates, Employer's sister companies, Employer's parent company, the franchise agents of Employer or any such affiliates, sister companies or parent company, or the brokers/producers of Employer or any such affiliates, sister companies or parent company (collectively such affiliates, sister companies, parent company, franchise agents and brokers/producers shall be referred to as "Employer Companies"). Employee shall not remove any listing of clients, policy expiration information, franchise agents, brokers/producers, customer leads, contacts, lenders, purchasers of loans, or employees from premises or electronic databases owned or rented by Employer or any of the Employer Companies without the express written consent of Employer. Employee shall not sell or trade any client, franchise agent, broker/producer, lead, contact, borrower, lender, loan purchaser, insurance company or employee information obtained as a result of (1) access to Employer's or Employer Companies' client file, agency file, producer file, employment file, loan file, lender, loan purchaser or policy expiration information, or (2) business conducted by Employee for Employer or any of the Employer Companies. Employee agrees that all client file, agency file, producer file, employment file, borrower, lender, loan purchaser, lead, contact, insurance company and policy expiration information, and all good will associated with, or generated by, such information remain the exclusive property of Employer or one or more of the Employer Companies.


Except as Employer otherwise consents in advance in writing, Employee shal ...