AMENDMENT TO EMPLOYMENT AGREEMENT
The EMPLOYMENT AGREEMENT dated May 1, 1995, as amended February 21, 1996, by and
between Across Data Systems, Inc., a New York corporation ("ACROSS") and Xxxxxx
X. XxxXxxxxx ("Executive") is hereby amended as follows:
1. Effective August 1, 1996, Executive resigns as President and Chief Executive
Officer of Across Data Systems and also resign as President of 3077934
Canada, Inc., as CEO of Bizware Computer Systems and as CEO of ProfitKey
International, Inc. Executive will be paid on or about August 1 his
accrued vacation at his current $200,000 salary.
2. Effective August 1, 1996, Executive is appointed the Chairman of the Board
of Across Data Systems with a salary of $50,000 per year, to be paid twice
monthly. If Executive is not re-elected, is fired, is asked to resign, or
otherwise is removed from the Chairman position prior to July 31, 1997,
the $50,000 salary will be paid by Across until July 31, 1997.
3. To the extent that Executive is asked to work on Across business affairs
that require more than 8 days of work per quarter, Executive will be paid
excess days at the rate of $1,200 per day. Payment may be made on a
project basis or daily rate by agreement of Executive and Across' CEO, and
may be paid in advance at the discretion of the CEO of Across.
4. Executive will be entitled to Across' group insurance and disability plans,
but will not receive other benefits. Executive shall be reimbursed by
Across for all business expenses incurred by Executive in the course of his
performance of services hereunder.
5. Executive's 58,237 options at $0.69 per share are fully vested and can be
exercised at any time up to 90 days after Executive ceases being a member
of the Board of Directors of Across. Vesting of Executive's 59,110
options at $6.60 per share shall be accelerated so that effective August 1,
1996 all of the options are vested and can be exercised at any time up to
90 days after Executive ceases being a member of the Board of Directors of
Across. Executive's 59,200 options at $13.25 shall be canceled effective
August 1, 1996. Options due to Executive upon achieving $100 million
revenues are canceled effective August 1, 1996.
WITNESS THE DUE EXECUTION AND DELIVERY HEREOF as of July 30, 1996.
ACROSS DATA SYSTEMS, INC.
BY: /s/ Xxxx Xxxxxx,
--------------------------------
Xxxx Xxxxxx, Chairman of the Board
EXECUTIVE
/s/ Xxxxxx X. XxxXxxxxx
-----------------------------------------
Xxxxxx X. XxxXxxxxx
