EXHIBIT 10.2
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT
This is Amendment No. 2, dated September 1, 2003 ("Amendment No. 2"),
to an Employment Agreement dated May 1, 2000, as amended by Amendment No. 1
dated June 28, 2001 (collectively, the "Employment Agreement"), between
Liquidmetal Technologies, Inc., a Delaware corporation (the "Company"), and
Xxxxx Xxxx (the "Employee").
BACKGROUND
WHEREAS, pursuant to the terms of the Employment Agreement, Employee is
employed as the Chairman of the Board of Directors of the Company; and
WHEREAS, effective as of the date hereof, the Board of Directors of the
Company has appointed Employee as Company "Founder", and Employee will cease
serve as Chairman; and
WHEREAS, the Company and the Employee desire to amend the Employment
Agreement to reflect the foregoing change in office.
NOW, THEREFORE, the parties hereto intending to be legally bound
hereby, and in consideration of the mutual covenants herein contained, agree as
follows:
TERMS
1. The foregoing recitals are true and correct and incorporated
herein by reference. Any capitalized terms used but not defined herein shall
have the same meaning ascribed to them in the Employment Agreement.
2. Section 2 of the Employment Agreement is hereby deleted in its
entirety and replaced with the following:
2. DUTIES. Employee will serve as an executive
officer of the Company with the title of "Founder." The
Employee will devote Employee's entire business time,
attention, skill, and energy exclusively to the business of
the Company, will use the Employee's best efforts to promote
the success of the Company's business, and will cooperate
fully with the Board of Directors in the advancement of the
best interests of the Company. Furthermore, the Employee shall
assume and competently perform such reasonable
responsibilities and duties as may be assigned to the Employee
from time to time by the Board of Directors. To the extent
that the Company shall have any parent company, subsidiaries,
affiliated corporations, partnerships, or joint ventures
(collectively "Related Entities"), the Employee shall perform
such duties to promote these entities and to promote and
protect their respective interests to the same extent as the
interests of the Company without additional compensation.
3. This Amendment No. 2 may be executed in any number of
counterparts, each of which shall be deemed to be an original, and all of which
together shall constitute one document.
4. This Amendment No. 2, together with the Employment Agreement,
contains the final, complete, and exclusive expression of the parties'
understanding and agreement concerning the matters contemplated herein and
supersedes any prior or contemporaneous agreement of representation, oral or
written, among them.
5. This instrument shall be binding upon, and shall inure to the
benefit of, each of the parties' respective personal representatives, heirs,
successors, and assigns.
6. This instrument shall be governed by, and construed and
enforced in accordance with the laws of the State of Florida.
IN WITNESS WHEREOF, the parties have executed this Amendment No. 2 on
the day and year first written above.
LIQUIDMETAL TECHNOLOGIES, INC.
By: /s/ Xxxxx XxXxxxxxx
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Xxxxx XxXxxxxxx, Chief Operating and
Financial Officer
EMPLOYEE
By: /s/ Xxxxx Xxxx
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Xxxxx Xxxx, individually
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