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Exhibit 10.97
AMENDMENT
TO
EMPLOYMENT AGREEMENT
This Amendment (the "Amendment"), dated January 1, 2007, amends the
Employment Agreement, executed on July 1, 2004 (the "Agreement"), by and between
CirTran Corporation, a Nevada corporation, (the "Company"), and Xxxxx X.
Xxxxxxxx ("Executive"). The following amendment shall be effective as of January
1, 2007 (the "Effective Date").
For and in consideration of the mutual covenants contained herein and of
the mutual benefits to be derived hereunder, the parties agree as follows:
1. Change in Base Salary. The annual base salary of Executive
specified in Section 4(a) of the Agreement is hereby amended to be $295,000. The
second sentence of Section 4(a) is deleted and replaced with the following:
"The base salary shall be reviewed by the Board annually and shall be
increased by at least 5% each year, as determined by the Board."
2. Term. Notwithstanding Section 3 of the Agreement, the initial term
shall continue until December 31, 2011 unless sooner terminated by either party
in accordance with Section 7 of the Agreement.
3. Bonus. Section 4(b) is hereby deleted and replaced with the
following:
"(b) Executive shall be granted bonuses, in addition to such other
bonuses as the Board, in its discretion, may determine, of the following:
(i) A quarterly bonus equal to 5% of the Company's earnings
before interest, taxes, depreciation and amortization ("EBITDA") for the
quarter.
(ii) An annual bonus payable as soon as practicable after
completion of the audit of the Company's annual financial statements equal to
0.5% of the Company's gross sales for the most recent fiscal prior year which
exceed 120% of the Company's gross sales for the fiscal year previous thereto.
(iii) Additional bonus(es) equal to 1% of the net purchase price
of any acquisitions completed by the Company that are directly generated and
arranged by Executive (it being understood that the Board in its sole discretion
shall determine which acquisitions qualify for the bonus) payable as soon as
practicable after consummation of the acquisition. This bonus shall be paid in
common stock of the Company issued at the fair market value of the Company's
common stock on the date of grant (which is the date that the Board determines
the acquisition qualifies for the bonus), as determined in accordance with the
Company's Stock Option Plan by the Board or the Committee established pursuant
to the Company's Stock Option Plan."
4. Options. Section 4(c) is hereby deleted and replaced with the
following:
"Executive shall be granted options to purchase 5,000,000 shares of the
Company's common stock each year and issued during the first week of each year,
with terms and an exercise price of the fair market value of the Company's
common stock on the date of grant, as determined in accordance with the
Company's Stock Option Plan by the Board or the Committee established pursuant
to the Company's Stock Option Plan. Executive may be granted additional options
to purchase shares of the Company's common stock as determined from time to time
by the Board or such Committee. All options shall be subject to such other terms
and conditions as may be determined by the Board or the Committee when such
options are granted."
5. Car Allowance. The car allowance specified in Section 5(a) of the
Agreement shall be increased to $750 per month.
6. Health Benefit. Section 5(c) of the Agreement is hereby deleted
and replaced with the following:
"100% of all medical insurance premiums, including but not limited to
dental and vision insurance, for Executive and his spouse and children up to the
age of 22."
7. Life Insurance. The life insurance specified in section 5(d) of
the Agreement shall be increased to $150,000.
8. Other changes. Except as expressly amended hereby, the Agreement
shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Agreement on the date
first set forth above to be effective as of the Effective Date.
CIRTRAN CORPORATION
By: /s/ Xxxxxx X. Xxxxxx
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Name: Xxxxxx X. Xxxxxx
Title: Director
EXECUTIVE:
/s/ Xxxxx X. Xxxxxxxx
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Xxxxx X. Xxxxxxxx
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