Exhibit (e)(15)
AMENDMENT NO. 1 TO
EMPLOYMENT AGREEMENT
THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this "Amendment") is entered
into as of the 13 day of October, 2000 between xxXxxxx.xxx, Inc., a Delaware
corporation (the "Employer") and Xxxxxxx Xxxxxxxx (the "Employee") and amends
that certain Employment Agreement dated July 9, 1999 between Employer and
Employee.
Now, therefore, the parties agree as follows:
1. Section 9(d). A new paragraph (d) is added to Section 9 of the Agreement
------------
that provides in full as follows:
(d) If Employee remains employed by the Employer through the Corporate
Event (defined below) and Employee's full-time employment with the Employer
is terminated by the Employee or the Employer for any reason within 3
months following the Corporate Event (other than a termination by Employer
with Cause), then Employer shall (1) pay Employee the termination benefits
that Employee would have been entitled to receive under Section 9(a) if
such termination had been a termination by Employer without Cause, and (2)
pay Employee within one week following such termination a prorated bonus
from July 1, 2000 through the date of termination at the rate of $50,000
per 6-month period (less any bonus amount previously paid by Employer to
Employee with respect to such period). A "Corporate Event" shall be the
first to occur of (A) the closing of a transaction or series of related
transactions in which a third party (including Trilogy Software, Inc. or an
affiliate of Trilogy Software, Inc.) acquires stock in the Employer
resulting in it owning all or substantially all of the stock of Employer or
acquires substantially all of the assets of Employer's enterprise software
business, (B) the implementation of a corporate restructuring, and (C)
March 31, 2000.
2. Full force and effect. The Agreement, as amended by this Amendment,
---------------------
remains in full force and effect.
IN WITNESS WHEREOF, Employer and Employee have executed this Amendment as
of the date first set forth above.
EMPLOYER: EMPLOYEE:
XXXXXXX.XXX, INC.
By: /s/ Xxxx Xxxxxx /s/ Xxxxxxx Xxxxxxxx
------------------------------- -------------------------------------
Xxxx Xxxxxx, Chief Executive XXXXXXX XXXXXXXX
Officer
