EXHIBIT 10.40
AMENDMENT
This Amendment (the "Amendment"), dated as of January 1, 2004, hereby amends the
Consulting Agreement (the "Consulting Agreement") between Glowpoint, Inc. (f/k/a
Wire One Technologies, Inc.) ("Glowpoint") and Xxxxx Xxxxxx ("Consultant").
WHEREAS, Glowpoint and Consultant are parties to the Consulting
Agreement which, by its terms, expires on December 31, 2003; and
WHEREAS, Glowpoint and Consultant deem it in their mutual best
interests to amend the Consulting Agreement as set forth in this Amendment.
NOW, THEREFORE, in consideration of the mutual promises made herein,
and for other good and valuable consideration, the receipt of which is hereby
acknowledged, the parties hereby amend the Consulting Agreement as follows:
Term of Consulting Agreement. The Consultant Agreement is terminable at the will
of either party at any time, with or without cause, upon two weeks' prior
written notice to the other party.
Extension of Options. Subject to approval by Glowpoint's Compensation Committee,
the exercise period for Consultant's options to purchase 49,500 shares of
Glowpoint common stock, currently scheduled to expire in January 2004, is hereby
extended to January 1 2005.
Compensation. During the Initial Period (as defined below), Glowpoint agrees to
pay Consultant at the hourly rate of $62.50 or the daily rate of $500, as
applicable. Following completion of the Initial Period, Glowpoint agrees to pay
Consultant at the hourly rate of $75 or the daily rate of $600, as applicable.
For purposes of this Amendment, the "Initial Period" shall mean the period
beginning on January 1, 2004 and ending when the Consultant shall have completed
320 hours (or 40 days) of work.
Glowpoint Circuit. Glowpoint agrees to continue to keep the Glowpoint circuit
located at Consultant's premises operable at Glowpoint's expense through the end
of the Initial Period. Thereafter, Glowpoint shall re-evaluate the need to
continue to keep such circuit operable at Glowpoint's expense.
Consultant Services. In addition to the services set forth in the Consulting
Agreement, Consultant shall also participate in lead generation for Glowpoint.
No Other Amendments. Except as modified by this Amendment, the Consulting
Agreement remains in full force and effect.
IN WITNESS WHEREOF, the parties have signed this Amendment as of the
day and year first written above.
GLOWPOINT, INC.
By: /s/ Xxxxx X. Xxxxxxxxxxxx
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Xxxxx Xxxxxxxxxxxx
President and CEO
/s/ Xxxxx Xxxxxx
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Xxxxx Xxxxxx
