VIDEO LOTTERY TECHNOLOGIES, INC.
0000 Xxxxx 0xx Xxxxxx
Xxxxxxx, XX 00000
Tel. 406/000-0000
Fax 406/000-0000
March 1, 1997
Xx. Xxxx X. Xxxxxxxxxx
0000 Xxxxxxxxxx Xxxxx
Xxxxxxx, XX 00000
RE: Extension of Employment Agreement
Dear Xxxx:
This letter will serve to extend the Letter Agreement (the "Agreement") between
Video Lottery Technologies, Inc. (the "Company") and you, dated November 12,
1997, as follows:
You agree to remain in the positions of Assistant Secretary of the Company and
as General Counsel and Secretary of AWI until March 31, 1997. Commencing April
1, 1997 and terminating May 31, 1997, you will be available, upon reasonable
notice and as mutually agreed, to provide services to the Company for up to ten
(10) days per month. As consideration of your agreement to continue to provide
services to the Company, you will be compensated in an amount equal to $22,222
per month commencing February 1, 1997, and terminating September 30, 1997.
All other dates in the agreement will be moved forward by two months to
correspond with the intent of this extension.
Except as specifically amended hereby, all of the terms, conditions and
covenants of the Agreement shall remain in full force and effect.
Please acknowledge your acceptance of this extension by signing and dating in
the space provided below.
Yours very truly,
VIDEO LOTTERY TECHNOLOGIES, INC.
/S/
Xxxxxx X. Xxxxxxxxx
General Counsel
ACCEPTED AND AGREED TO this 26 day of March, 1997.
------
/S/
Xxxx X. Xxxxxxxxxx
0000 Xxxxxxxxxx Xxxxx
Xxxxxxx, Xxxxxxx 00000
November 12, 1996
Xx. Xxxxxxx Xxxxxxxx
President
Video Lottery Technologies, Inc.
000 Xxxxxxxxx Xxxxxx Xxxxx Xxxxx 000
Xxxxxxx, Xxxxxxx 00000
Dear Dick:
This letter of agreement will confirm the terms and conditions of my
continued employment with Video Lottery Technologies, Inc. (the "Company"),
currently in the positions of General Counsel, Assistant Secretary of the
Company and General Counsel, Secretary of Automated Wagering International, Inc.
("AWI"), by superseding and replacing my original employment agreement with the
Company, dated December 13, 1994 and additional employment agreement, dated July
5, 1995, as hereinafter provided.
Effective as of September 18, 1996, I will remain in the positions stated
above until January 31, 1997. During the months of February and March, 1997, I
will make myself available, upon reasonable notice and as the Company and I
mutually agree, to provide services to the Company for up to ten (10) days per
month.
In consideration of my continuing to expend my best efforts in the
performance of my duties on behalf of the Company for the period including
October 1, 1996 through January 31, 1997, the Company agrees to pay me an amount
equal to $16,667 per month, payable in accordance with the Company's customary
payroll practices, retroactive to October 1, 1996. In addition, commencing on
February 1, 1997 and terminating on July 31, 1997, the Company agrees to pay me
an amount equal to $22,222 per month, payable in accordance with the Company's
customary payroll practices.
Through March 31, 1996, I will continue to receive benefits. In addition, I
may continue to contribute to the Company's 401(k) plan through the date of my
salary continuation. I also will have the use of an administrative assistant at
least through January 31, 1997.
The Company will indemnify, defend and hold me harmless against any and all
losses, damages, liabilities, costs and expenses from any threatened or actual
proceeding, claim, suit, cause of action (whether civil, criminal,
administrative or investigative) which may arise, directly or indirectly from
services performed by me during February and March of 1997 in accordance with
such indemnities provided to the officers of the Company and are in addition to
indemnities pursuant to the Bylaws of the Company, provided to me during my
employment as an officer of the Company.
Xx. Xxxxxxxx
November 12, 1996
page 2
The Company may assign or otherwise transfer this agreement and any and all
of its rights, duties, obligations or interests hereunder to any business entity
that at any time by merger, consolidation, or otherwise acquires all or
substantially all of the stock or assets of the Company.
If this letter accurately reflects our understanding, please
acknowledge your acceptance and agreement below.
Very truly yours,
/S/
Xxxx X. Xxxxxxxxxx
ACCEPTED AND AGREED TO:
VIDEO LOTTERY TECHNOLOGIES, INC.
/s/
---------------------------------
Xxxxxxx Xxxxxxxx
President
DATE: 11/18/96
VIDEO LOTTERY TECHNOLOGIES, INC.
STANDARD CONDITIONS OF EMPLOYMENT
The following are the Standard Conditions of Employment under which video
Lottery Technologies, Inc. and its subsidiaries (the "Company") hereby employs
the undersigned (the "Employee").
CODE OF CONDUCT/REGULATORY COMPLIANCE
A. Employee acknowledges that he/she has received a copy of and has read
the Company's Code of Conduct, and agrees to abide by its provisions.
B. Employee recognizes and acknowledges that, in the conduct of its
business. the Company and its directors, officers, employees and representatives
are regularly subject to continuous investigation and regulation by governmental
agencies. He/she agrees to cooperate fully with such investigations and comply
fully with all such regulations; and to provide and supplement in a timely
fashion such information as may be requested of Employee in connection
therewith.
C. Employee agrees to complete such forms and documents as may be required
by the Company and any governmental agencies in the conduct of the Company's
business; and to fully and truthfully disclose all information required therein.
NONDISCLOSURE OF PROPRIETARY INFORMATION
A. Employee recognizes and acknowledges that during the term of his/her
employment, Employee will develop , have access to and come into Possession of
trade secrets and confidential information of the Company, including, without
limitation, software systems, technology, specifications, processes, programs
and documentation, methods and data which the Company owns, plans or develops,
whether for its own use or for use by its clients, developments, designs,
inventions and improvements, techniques, trade secrets and works of authorship,
customer lists, supplier lists, proposals, marketing plans and procedures, all
of which are confidential and are the sole property of the Company. Employee
further recognizes and acknowledges that in order to enable the Company to
perform services for its clients, those clients may furnish to the Company
confidential information concerning their business affairs, property, methods of
operation or other data, and that the goodwill afforded to the Company and its
employees requires keeping such services and information confidential. All of
these materials and information including, without limitation, those relating to
the Company's systems and the Company's clients, are referred to herein as
"Proprietary Information."
B. Employee agrees that during the term of his/her employment and at all
times thereafter, Employee will keep any and all Proprietary Information
confidential and will not disclose any Proprietary Information, directly or
indirectly, to any third person or entity, without the prior written consent of
the Company. Employee further agrees that during the term of his/her employment
and at all times thereafter, Employee will not use, handle, copy or duplicate,
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in part or in whole, any Proprietary Information, except as directed by the
Company and in the ordinary course of the Company's business.
C. Employee agrees that, upon request by the Company, and in any event
immediately upon termination of Employee's employment, Employee shall return to
the Company any and all property, keys, notes, memoranda, writings, lists,
files, reports, customer lists, correspondence, tapes, software, cards, surveys,
maps, logs, machines, technical data, work product or any other tangible product
or document or computer material of any kind whatsoever, and all copies thereof,
which has been produced or received by or otherwise submitted or made available
to Employee in connection with his/her employment with the Company.
D. Employee understands and agrees that all Proprietary Information is and
shall remain the sole property of the Company and that Employee has not and will
not appropriate for his/her own use or for the use of any third party any
Proprietary Information. Furthermore, Employee, without any separate
compensation or consideration of any kind, hereby assigns and agrees to assign
to the Company, its successors, assigns or nominees, Employee's entire right,
title and interest in any developments, designs, patents, inventions and
improvements, trade secrets, trademarks, copyrightable subject matter or other
Proprietary Information which Employee has made or conceived, or may make or
conceive, either solely or jointly with others, while in the employ of the
Company, or with the use of time, material or facilities of the Company or
relating to any actual or anticipated business, research, development, product,
service or activity of the Company known to Employee while employed at the
Company, or suggested by or resulting from any task assigned to Employee or work
3
performed by Employee for or on behalf of the Company, whether or not such work
was performed prior to the date of Employee's employment.
NONCOMPETITION
Employee agrees that, because of the confidential and competitive-sensitive
nature of the Proprietary Information and because the use, or even the
appearance of the use, of the Proprietary Information in certain circumstances
may cause irreparable damage to the Company and its reputation, or to clients of
the Company, Employee will not, directly or indirectly, from the date of his/her
employment until the expiration of (6) months after the date on which Employee's
employment with the Company terminates for any reason whatsoever, own, manage,
operate, join, control, be employed by, or participate in the ownership,
management, operation or control of or be connected in any manner, including as
director, officer, consultant, representative, independent contractor, employee,
partner, or investor, with any business, enterprise, organization or other
individual or entity which solicits business, performs services or produces
goods which are comparable to or competitive with any business of the Company (a
"Competitor"); provided, however, that the foregoing restrictions shall not
prohibit Employee from owning publicly traded stock or other securities of a
Competitor, amounting to no more than one (it) percent of such stock or
securities.
NONSOLICITATION
Employee agrees that during the term of his/her employment and for a period
of one (1) year thereafter, Employee will not interfere with the
4
Company's relationship with, or endeavor to employ or entice away from the
Company, any business, enterprise, organization or other individual or entity,
which or who is an employee, customer of or supplier of goods or services to the
Company, or which or who otherwise maintains a business relationship with the
Company.
REMEDIES
Employee acknowledges that any breach or violation of the nondisclosure,
noncompetition or nonsolicitation provisions of these Standard Conditions of
Employment will result in irreparable injury and damage to the Company and/or
the clients of the Company, which could not adequately be compensated by money
damages alone. Accordingly, Employee agrees that in the event of such a breach
or violation, or any threat of such a breach or violation (in addition to the
right to pursue other remedies, including, without limitation, damages), the
Company or, where appropriate, the client of the Company, will be entitled to
obtain in any court of competent jurisdiction an immediate injunction and
restraining order to prevent such a breach or violation by Employee and by any
third party acting for or with Employee, or to enforce these Standard Conditions
of Employment; and Employee hereby waives any and all rights to assert any claim
or defense that the Company has an adequate remedy of law thereunder.
NO RIGHT TO CONTINUED EMPLOYMENT
Nothing in these Standard Conditions of Employment should be interpreted or
construed to confer upon Employee any right with respect to continuance of
Employee's employment with the Company for any fixed period of time, nor
5
interfere in any way with the right of the Company or Employee to terminate the
employment relationship between the Company and Employee, with or without cause.
SURVIVAL OF CONDITIONS
These Standard Conditions of Employment shall survive any termination of
Employee's employment with the Company.
SEVERABILITY
If any provision of these Standard Conditions of Employment is determined
by a court of competent jurisdiction to be invalid or unenforceable, such
determination shall not affect the validity or enforceability of any other part
or provision thereof.
Employee acknowledges that these Standard Conditions of Employment have
been presented to Employee in connection with the Company's offer to employ
Employee; and that Employee has carefully read, and fully understands, agrees
to, and accepts them as a condition of employment with the Company.
Date: 12/21/94 EMPLOYEE:
--------------------
/S/XXXX X. XXXXXXXXXX
---------------------------------------
Signature
Xxxx X. Xxxxxxxxxx
---------------------------------------
Name Typed/printed
10/26/94
6
