NEWTEK BUSINESS SERVICES, INC.
Employment Agreement with
Jeffrey G. Rubin
PREAMBLE. This Agreement entered into this 30 th day of June 2005, by and between Newtek Business Services, Inc. (the
“Company”) and Jeffrey G. Rubin (the “Executive”), effective immediately.
WHEREAS, the Executive is to be employed by the Company as an executive officer; and
WHEREAS, the parties desire by this writing to set forth the employment relationship of the Company and the Executive.
NOW, THEREFORE, it is AGREED as follows:
1. Defined Terms
When used anywhere in the Agreement, the following terms shall have the meaning set forth herein.
(a) “Board” shall mean the Board of Directors of the Company.
(b) “Change in Control” shall mean any one of the following events: (i) the acquisition of ownership, holding or
power to vote 50% or more of the Company’s voting stock, (ii) the acquisition of the ability to control the election of a
majority of the Company’s directors, (iii) the acquisition of a controlling influence over the management or policies of the
Company by any person or by persons acting as a “group” (within the meaning of Section 13(d) of the Securities Exchange
Act of 1934), or (iv) during any period of two consecutive years, individuals (the “Continuing Directors”) who at the
beginning of such period constitute the Board of Directors of the Company (the “Existing Board”) cease for any reason to
constitute at least one half thereof, provided that any individual whose election or nomination for election as a member of
the Existing Board was approved by a vote of at least two-thirds of the Continuing Directors then in office shall be
considered a Continuing Director. For purposes of this paragraph only, the term “person” refers to an individual or a
corporation, partnership, trust, association, joint venture, pool, syndicate, sole proprietorship, unincorporated organization
or any other form of entity not specifically listed herein.
(c) “Code” shall mean the Internal Reve