Exhibit 10.1
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
This First Amendment to Employment Agreement (the "First Amendment") is made and
entered into as of January 20, 2005 by and between Onyx Software Corporation, a
Washington corporation (the "Corporation") and Xxxxxx X. Xxxxxxxx (the
"Executive"). This First Amendment modifies the employment agreement originally
executed between the parties on June 7th, 2004 (the "Employment Agreement")
which is hereby incorporated by reference. In the event of any conflict between
the Employment Agreement and the First Amendment, the terms of this First
Amendment shall control. Capitalized terms not defined herein shall have the
meaning ascribed to them in the Employment Agreement.
In consideration of the mutual covenants and agreements contained
herein, and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the Corporation and Executive agree as
follows:
1. The nonqualified stock option grant of 135,000 shares of the
Corporation's common stock (the "Grant"), as outlined in Section 6(b) of
the Employment Agreement, is hereby modified as follows. The date of the
Grant which was originally contemplated to be the first anniversary of
Executive's commencement of employment, shall instead be granted on
January 20, 2005. Save for the change in grant date as noted herein, the
Grant shall be made under the terms of Section 6(b) of the Employment
Agreement.
2. All other terms and conditions of the Employment Agreement shall remain
in full force and effect.
IN WITNESS HEREOF, each of the parties has executed this First Amendment, in the
case of the Corporation by its duly authorized officer, as of January 20, 2005.
ONYX SOFTWARE CORPORATION EXECUTIVE
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By: /s/ Xxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxxxx
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Xxxx X. Xxxxxx Xxxxxx X. Xxxxxxxx
