Exhibit 10.3
EMPLOYMENT AGREEMENT
between
FANNIE MAE
and
J. TIMOTHY HOWARD
TABLE OF CONTENTS
A
EMPLOYMENT TERM
2
1.
Term and Duties
2
2.
Annual Salary; Certain Reimbursements and Fringe Benefits
3
3.
Employee’s Rights Under Certain Plans
4
4.
Termination Without Cause, Termination or Resignation Upon a Change of
Control or Failure to Extend
9
5.
Termination by Employee; Breach by Employee
12
6.
Resignation as Board Member
14
B
DISABILITY
15
7.
Disability
15
C
DEATH
16
8.
Death
16
D
MISCELLANEOUS
17
9.
Assignment by Employee
17
10.
Funding Prohibitions
17
11.
Disclosure of Information to the Corporation
18
12.
Nondisclosure of Confidential Information
18
13.
Waiver
19
14.
Notice
19
15.
Applicable Law
20
16.
Taxes
20
17.
Benefit
20
18.
Entire Agreement
20
19.
Interpretation
20
-ii-
20.
Severability
21
21.
Regulatory Approval
26
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT, effective as of the 1st day of July, 2003, is by and between FANNIE MAE (the
“Corporation”) and J. TIMOTHY HOWARD (“Employee”).
WITNESSETH THAT:
WHEREAS, the Corporation desires to employ Employee as Vice Chairman of the Board and Chief Financial Officer of the
Corporation, and Employee desires to serve in such capacity;
WHEREAS, the Corporation and Employee desire to set forth the terms and conditions of such employment; and
WHEREAS, the Board of Directors of the Corporation (the “Board”) duly approved and authorized the terms of this
Agreement for and on behalf of the Corporation at a meeting held on June 27, 2003, at which meeting a quorum was present, and
the Board authorized the Chairman of the Board to finalize and enter into this Agreement with Employee on behalf of the
Corporation;
NOW, THEREFORE, in consideration of the foregoing and of the mutual promises and covenants here