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EXHIBIT 10.76
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
FOR
XXXXX X. XXXXXX
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AMENDMENT AGREEMENT NO. 1
THIS AMENDMENT AGREEMENT NO. 1 (the "Amendment") is being entered into
as of this ____ day of _______, 1997 between Xxxxx X. Xxxxxx (hereinafter,
"Executive") and RDM Sports Group, Inc., formerly known as Roadmaster
Industries, Inc., a Delaware corporation ("RDM"). Executive and RDM are
hereinafter sometimes together referred to as the "Parties.
W I T N E S S E T H:
WHEREAS, Executive and RDM have heretofore entered into that certain
Agreement dated as of November 1, 1996 (the "Agreement"), whereby RDM employed
Executive as the President and Chief Operating Officer of RDM according to the
terms and subject to the conditions provided in the Agreement; and
WHEREAS, Executive and RDM desire to amend certain provisions of the
Agreement;
NOW, THEREFORE, for and in consideration of the mutual covenants
hereinafter set forth and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, Executive and RDM hereby
agree as follows:
1. All references in the Agreement to "Roadmaster Industries, Inc."
shall be stricken and shall refer instead to "RDM Sports Group, Inc.," and all
references in the Agreement to "Roadmaster" shall be stricken and shall refer
instead to "RDM."
2. Section 1 of the Agreement shall be deleted in its entirety and the
following shall be substituted in lieu thereof:
"1. Employment. RDM hereby employs Executive as the President
and Chief Operation Officer of RDM, and the President and Chief
Executive Officer of the DP Fitness Division of RDM, and Executive
accepts these positions, subject to the terms and conditions of
this Agreement, for a period of four (4) years, subject to
additional one (1) year additional terms upon agreement of the
Parties, to be reflected in a signed writing executed by authorized
officers of RDM and by the Executive."
3. Section 3 of the Agreement shall be deleted in its entirety and the
following shall be substituted in lieu thereof:
"3. Compensation and Benefits. Executive's initial salary shall be
Two Hundred fifty Thousand Dollars ($250,000.00) per year. After
the first year of the term of this Agreement, and annually
thereafter, Executive's compensation shall be reviewed by
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RDM's Board of Directors or a committee thereof according to
RDM's prevailing salary practices and Executive's performance. RDM
currently pays salary in twenty-four equal semi-monthly
installments per year, but may elect to pay salary more or less
frequently, and shall pay Executive his salary according to RDM's
then prevailing practices. Executive shall be eligible for an
annual bonus of up to One Hundred Twenty-Five Thousand Dollars
($125,000.00), based upon the achievement of those goals set forth
in Exhibit A (which shall provide for a bonus based upon meeting
performance goals an levels as determined by the Compensation
Committee of RDM). RDM shall provide Executive with a Five Hundred
Dollar ($500.00) per month automobile allowance. RDM shall provide
executive the opportunity to participate in the insurance and other
benefit plans made available to other executives of RDM on a basis
consistent with those provided to other executives of RDM in
similar positions."
4. This Amendment constitutes the entire agreement and understanding
of the parties relating to the amendment of the Agreement and it supersedes all
prior agreements, correspondence, arrangements and understandings relating to
its subject matter except that all provisions of the Agreement that were not
amended or otherwise modified by this Amendment shall remain unchanged and in
full force and effect.
5. All capitalized terms used herein which are not separately defined
herein, are used as defined in the Agreement.
6. The parties agree that this Amendment shall be governed by and
construed in accordance with the internal laws of the State of Georgia.
IN WITNESS WHEREOF, each of the parties have caused this Amendment to
be executed on its behalf by its duly authorized officers, as of the date
hereinabove first written.
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Xxxxx X. Xxxxxx, "Executive"
RDM SPORTS GROUP, INC.
By:
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Title:
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