1
EXHIBIT 10.29
AMENDMENT TO EMPLOYMENT AGREEMENT
Amendment dated as of September 15, 1999 to the Employment Agreement
dated as of September 18, 1996 between Firearms Training Systems, Inc. (the
"Company") and Xxxxx X. Xxxxxx (the "Executive"), the benefits of which have
previously been assigned by the Company to its wholly-owned subsidiary, FATS,
INC. ("FATS").
WHEREAS, the Company, FATS and the Executive have mutually agreed that
the Executive's employment with the Company, FATS and any related entity will
terminate as of September 30, 1999, and desire that such termination shall be
treated as a "Termination without Cause" within the meaning of Section 4(d) of
his Employment Agreement and to make certain other provisions in connection
therewith;
NOW, THEREFORE, in consideration of the mutual promises and agreements contained
herein, the adequacy and sufficiency of which are hereby acknowledged, Employee,
the Company and FATS agree as follows:
1. Termination Without Cause. Termination of Employee's employment shall occur
on September 30, 1999 (the "Severance Date") and be a Termination Without Cause
having the effects of and as described in Section 4(d) of the Employment
Agreement, provided, that the date of "October 15, 1999" in the last sentence of
such section is hereby amended to be "September 30, 1999". Except as otherwise
provided herein, the provisions of the Employment Agreement, including the
obligations of the parties thereunder, shall continue as and to the extent
provided in Section 4(d) thereof in the event of a Termination without Cause.
2. Resignations. Effective as of the Severance Date, Employee shall resign from
his position as an officer or a director, as the case may be, of the Company,
FATS and all related entities including (i) FATS Canada Holdings, Inc., (ii)
Simtran Technologies, Inc., (iii) Dart International, Inc., (iv) Firearms
Training Systems Netherlands, B.V. and (v) FSS, Inc.
3. Stock Options. The Series A, Series B and Series D stock option agreements
(the "Stock Option Agreements") currently held by Employee shall be amended so
that all options held by Employee, to the extent exercisable by the Employee on
the Severance Date, shall be exercisable by Employee or his Legal Representative
at any time on or before December 29, 2001. Any unvested options shall be
terminated as the Severance Date.
1
2
Employee's termination shall be considered to be a termination by the Company
other than for "Cause" (as defined in the Stock Option Agreements) nor pursuant
to reasons described in subsection (b),(c) or (d) of Section 2.2 of such Stock
Options.
4. Release
a. The Employee, on his own behalf and on behalf of anyone claiming through him,
hereby agrees and promises not to xxx, file an administrative charge, or
otherwise initiate any legal proceeding against, and further agrees to release
and discharge the Company, FATS and their respective stockholders, divisions,
subsidiaries, partnerships, affiliates and/or other related entities, including
the entities described in the Prospectus for Firearms Training Systems, Inc.
dated November 26, 1996 as the "Centre Entities," and each of these entities'
past, present, and future trustees, fiduciaries, shareholders, administrators,
directors, officers, agents, partners, members, employees, attorneys, and the
predecessors, successors, and assigns of each of them (hereinafter collectively
referred to as the "Released Parties") with respect to any and all claims,
rights, or causes of action that the Employee now has, has ever had, or may ever
have, whether currently known or unknown, against any of the Released Parties
arising from any act or omission of any nature or kind from the beginning of
time through the date the Employee executes this Agreement including, but not
limited to, claims, rights, or causes of action related in any way to the
Employee's employment, hiring, conditions of employment, or termination from
employment in accordance with the terms of this Agreement, and including, but
not limited to, any claims, rights, or causes of action arising under any
federal, state, or local law, regulation, or ordinance or the common law
including, but not limited to, Title VII of the Civil Rights Act of 1964 as
amended, the Civil Rights Act of 1991, the Americans with Disabilities Act,
ERISA, and the Family and Medical Leave Act of 1993.
b. Notwithstanding the provisions of Section 4(a) of this Agreement, nothing
herein is intended to release, discharge, or extinguish any rights that the
Employee may have under the Firearms Training Systems, Inc. 401(k) Profit
Sharing Plan, in accordance with the terms of such plan.
c. Nothing in this Agreement is intended to or shall be construed as an
admission by the Company or FATS or any of the other Released Parties that it
has violated any law, interfered with any right, breached any obligation, or
otherwise engaged in any improper or illegal conduct with respect to the
Employee or
2
3
otherwise, and the Released Parties expressly deny any such illegal or wrongful
conduct.
5. Entire Agreement. This Amendment and the Employment Agreement and the
agreements referenced herein and therein embody the entire agreement and
understanding of the parties hereto with regard to the matters described herein.
6. Binding Effect. This Amendment shall inure to the benefit of the Company,
FATS and its successors and assignees, and shall be binding upon the Employee
and the Employee's heirs, administrators, executors, and personal
representatives.
7. Counterparts. This Amendment may be executed in two counterparts, each of
which shall be deemed an original and both of which together shall constitute
one and the same agreement.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the
day and year first written above.
FIREARMS TRAINING SYSTEMS, INC.
By:
------------------------------
( )
FATS, INC.
By:
------------------------------
( )
------------------------------
Xxxxx X. Xxxxxx
3
