April 17, 2000
Xxxxxx X. Xxxx
Vice President and Chief Financial Officer
The IXATA Group, Inc.
0000 Xxxxxx Xxxxxx
Xxx Xxxxx, XX 00000
Re: Extension of Current Employment Agreement
Dear Xx. Xxxx:
The Board of Directors of The IXATA Group, Inc. has proposed that the term of
the Executive Employment Agreement between you and The IXATA Group, Inc.
(formerly Securfone America, Inc.) dated September 9, 1999, be extended to
December 31, 2000. The current agreement expires on July 1, 2000. All terms of
the agreement, as modified, would remain unchanged, with the exception of the
following:
1. ANNUAL SALARY
Total annual salary compensation is currently $120,000. Effective January 1,
2000, your annual salary will be increased to $150,000. You agree to defer
$20,000 of annual salary until closing of minimum new funding of $3 million.
Upon closing minimum new funding of $3 million, all accrued salary will be
payable, and your annual salary will increase to $150,000, with no deferrals.
2. INCENTIVE STOCK OPTIONS
As an incentive for you to extend your employment agreement, the Board has
authorized an amendment to modify your Incentive Stock Option Agreement dated
August 24, 1999, as follows
1. To provide additional incentive to successfully accelerate the
Company's growth of shareholder value, you will be provided with
an additional 100,000 qualified incentive stock options. Stock
options will be priced at the closing market price on the date of
this letter. Options will vest upon signing this amended
agreement and are exercisable upon closing minimum new funding of
$3 million.
2. Paragraph 2(b) of your existing Incentive Stock Option Agreement
for 10,000 shares will be replaced with the following revised
language:
The Option shall become exercisable with respect to 10,000 of the
Shares upon the closing of a minimum total funding commitment of
the Company of $3 million in cash, debt or equity funding from
external sources.
The original paragraph 2(b) of your Incentive Stock Option
Agreement reads as follows:
The Option shall become exercisable with respect to 10,000 of the
Shares upon the issuance of a written report to the Committee
that the Company has maintained a positive cash flow from
operations for a minimum of 60 consecutive days.
3. Paragraph 2 (c) specifying "Optionee may only elect to exercise
the option for up to 5,000 Shares in any 30-day period" will be
eliminated.
3. OTHER TERMS:
You will receive a monthly car allowance of $500.
All other terms of your option and employment agreements would remain unchanged.
The Board of Directors has approved the above agreement modifications subject to
your acceptance. Please sign below to acknowledge your agreement with the terms
of this agreement.
Sincerely,
The IXATA Group, Inc.
/s/ Xxxxxx X. Xxxxxxxxx
By Xxxxxx X. Xxxxxxxxx, Secretary
I agree to the terms of this letter as of the date appearing above.
/s/ Xxxxxx X. Xxxx
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Xxxxxx X. Xxxx
Individually
