ELEVENTH AMENDMENT TO EMPLOYMENT AGREEMENT
Exhibit
10.1
ELEVENTH
AMENDMENT TO EMPLOYMENT AGREEMENT
This
Eleventh
Amendment to the Employment Agreement is effective the 21st
day of
November, 2008 (the “Eleventh Amendment”), by and between MICROS SYSTEMS, INC.,
a Maryland corporation, with offices located at 0000 Xxxxxxxx Xxxxxxx Xxxxx,
Xxxxxxxx, Xxxxxxxx 00000-0000 (hereinafter referred to as the "Company"), and
X.
X. XXXXXXXXXXXX, whose address is 0000 Xxxxxxxx Xxxxxxx Xxxxx, Xxxxxxxx,
Xxxxxxxx 00000-0000 (hereinafter referred to as the “Executive”).
WHEREAS,
the Executive and the Company entered into an Employment Agreement dated June
1,
1995, as amended (the agreement as amended hereinafter referred to as the
“Agreement”); and
WHEREAS,
the parties hereto would like to amend the Agreement pursuant to this Eleventh
Amendment.
NOW,
THEREFORE, the Company and the Executive, for good and valuable consideration,
and pursuant to the terms, conditions, and covenants contained herein, hereby
agree as follows:
1.
Section 3 of the Agreement, captioned “Term”, shall be deleted in its entirety
and the following new language inserted in lieu thereof:
“The
term
of this Agreement shall commence upon the day and year first above written
(“Commencement Date”) and shall continue until June 30, 2014, unless sooner
terminated, as provided herein.”
2.
Section 4 of the Agreement, captioned “Salary”, is amended by appending to the
existing salary chart the following new rows:
|
Period
|
Salary
|
|||
|
July
1, 2011 through June 30, 2012
|
$
|
2,000,000
|
||
|
July
1, 2012 through June 30, 2013
|
$
|
2,000,000
|
||
|
July
1, 2013 through June 30, 2014
|
$
|
2,000,000
|
||
3.
Section 5 of the Agreement, captioned “Bonuses”, is amended by appending to the
existing bonus chart the following new rows:
|
Fiscal
Year Ending
|
Target Bonus
|
|||
|
June
30, 2012
|
$
|
1,000,000
|
||
|
June
30, 2013
|
$
|
1,500,000
|
||
|
June
30, 2014
|
$
|
2,000,000
|
||
4.
The
first paragraph of Section 16(c)(3) of the Agreement shall be deleted in its
entirety and the following new language inserted in lieu
thereof:
“Payment
Upon Termination By The Company. If the Company terminates the Executive's
employment for any reason other than Good Cause, the Executive shall be entitled
to receive from the Company and the Company shall pay to the Executive in one
lump sum, within fifteen (15) days following the Executive's termination of
employment, all of the salary and Target Bonus payments provided for in Sections
4 and 5 of this Agreement for the period beginning on the date of the
Executive's termination of employment and ending on June 30, 2014.”
5.
The
first paragraph of Section 16(c)(4) of the Agreement shall be deleted in its
entirety and the following new language inserted in lieu thereof:
“Payment
Upon Termination By The Executive. If the Executive terminates his employment
with the Company for Good Reason, he shall be entitled to receive from the
Company and the Company shall pay to the Executive in one lump sum, within
fifteen (15) days following the date of the Executive's termination of
employment, all of the salary and Target Bonus payments provided for in Sections
4 and 5 of this Agreement for the period beginning on the date of the
Executive's termination and ending on June 30, 2014.”
6.
All
other provisions of the Agreement shall remain in full force and
effect.
IN
WITNESS WHEREOF, the parties have executed this Eleventh Amendment as of the
dates indicated below, the effective date of this Eleventh Amendment being
the
21st
day of
November, 2008.
|
COMPANY:
|
|||||
|
ATTEST:
|
MICROS
SYSTEMS, INC.
|
||||
|
By:
|
(SEAL)
|
||||
|
Xxxx
X. Xxxxxx
|
|||||
|
Chairman,
Compensation Committee
|
|||||
|
[Corporate
Seal]
|
|||||
|
EXECUTIVE:
|
|||||
|
WITNESS:
|
|||||
|
X.
X. XXXXXXXXXXXX
|
|||||
