EXHIBIT 10.1
AMENDED EMPLOYMENT AGREEMENT
This AMENDED EMPLOYMENT AGREEMENT ("Amendment"), is hereby made and
entered into this 25th day of August, 1999, by and between Xxxx X. Xxxxx, an
individual residing at 000 Xxxx Xxxxxxxx Xxxxxx, #000, Xxx Xxxxx, Xxxxxx
00000 ("Employee"), and TrueVision International, Inc., a Delaware
corporation with its executive office located at 0000 Xxxxxxxxx Xxxxxxxxx,
Xxxxx 000, Xxxxxxxxxxx, Xxx Xxxxxx, 00000, formerly known as Topform, Inc.
("TrueVision").
W I T N E S S E T H:
WHEREAS, the Employee and TrueVision previously entered into a certain
written employment agreement dated September 7, 1998 whereby the Employee
agreed to become employed by TrueVision as the President and Chief Executive
Officer of the company; and
WHEREAS, the parties hereto have, as of this date, agreed to amend
certain terms and conditions of the September 7, 1998 employment agreement,
and to otherwise continue with the other terms and conditions of the
September 7, 1998 employment agreement; and
WHEREAS, both parties hereto agree that it is now in their best interests
and that of the shareholders of TrueVision to provide for the following
amended terms of employment for the Employee.
NOW THEREFORE, in consideration of the premises, of the mutual covenants
herein contained, for the consideration recited in the original September 7,
1998 employment agreement between these parties, and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree to amend the September 7, 1998
employment agreement as follows:
1. TERMS OF COMPENSATION. Paragraph 3(a) and 3(b) of the September 7,
1998 employment agreement between these parties shall be and the same is
hereby amended, as of the date hereof, to be as follows:
"(a) As compensation for the services to be rendered by Employee during
the term hereof and any renewal term, Employer shall pay to Employee and
Employee shall accept a salary of $108,000 per annum for the first year of
the term payable in accordance with Employer's payroll practices ("Base
Salary"). Base salary of Employee shall be the greater of 125% of the prior
year's Base Salary or 75% of the prior year's total compensation, which ever
is greater (the "Increased Amount"), after the expiration of each year from
the date hereof.
(b) Employee shall be entitled to such stock, stock option and cash
bonuses based upon the completion of various performance milestones and
objectives as determined and established by the TrueVision Board of Directors
from time to time, and shall receive
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such stock, option grants, or cash bonuses within the Board's discretion."
2. AFFIRMATION OF EMPLOYMENT TERMS. Except as specifically modified by
this Amendment, the parties re-affirm the terms and conditions of the
September 7, 1998 employment agreement entered into by these parties as of
the date thereof.
IN WITNESS WHEREOF, this Amendment has been duly executed by the parties
hereto as of the date first above written.
Employee:
/s/ Xxxx X. Xxxxx
--------------------
Xxxx X. Xxxxx
TrueVision International, Inc.
By: /s/ Xxxxx X. Xxxxxxx
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Xxxxx X. Xxxxxxx, Executive
Vice-President
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