FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT ("Agreement") is made by
and between SpaceDev, Inc., a Colorado corporation (the "Company"), and Xxx X.
Xxxx ("Employee") effective January 20, 2000.
PREFACE
WHEREAS, the Employment Agreement between the parties dated August 3,
1998 (the "Employment Agreement") provides, in section 3, that Employee is to
receive performance-based stock awards contingent upon the successful completion
of construction, launch and completion of the mission of the Company's Near
Earth Asteroid Prospector; and
WHEREAS, the Company's objectives and business plan have been altered
to focus on the completion and launch of a lunar or deep-space mission; and
WHEREAS, it is the intention of the Company to reward Employee for
accomplishment of its current objectives and business plan;
NOW THEREFORE, the Employment Agreement is amended as provided in this
Amendment to Employment Agreement.
ARTICLE 1
Section 3(b) of the Employment Agreement is stricken in its entirety
and amended to read as follows:
"(b) Corporate Stock. As additional consideration King shall be issued Common
Stock in SPDV as follows:
(1) 5,000 shares on execution of this agreement;
(2) 5,000 shares per year commencing at the end of the second
anniversary of this agreement and each year thereafter of successfully completed
employment under the terms of this agreement. (e.g. The 5,000 shares for the
second year will be issued at the end of the second year (August 2000) and
thereafter at the end of each twelve month term completed;
(3) 10,000 shares upon the successful completion of the SPDV's first
Lunar or Deep-Space spacecraft. Completion shall be deemed to have occurred for
purposes of this section when the spacecraft is built, tested and certified as
ready for launch within time, mass and fiscal budgets. For purposes of this
section, King and SPDV will agree in writing prior to the commencement of the
Lunar or Deep-Space project as to the time, mass and fiscal budgets which will
be acceptable to both parties for King to qualify for the issuance of shares
under this subsection;
(4) 15,000 shares for the successful launch of the Lunar or Deep-Space
spacecraft;
(5) 25,000 shares for the successful completion of minimum defined
specifications for the first Lunar or Deep-Space mission."
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All of the other references to the Near Earth Asteroid Prospector or
NEAP in the Employment Agreement shall be altered to refer to the Lunar or
Deep-Space spacecraft or mission, as appropriate. Except as provided in the
preceding sentence, all other provisions of the Employment Agreement remain in
effect without amendment.
ARTICLE II
This Amendment to Employment Agreement may be executed in any number of
counterparts, each of which, when taken together, shall be deemed the fully
executed agreement between the parties.
IN WITNESS WHEREOF, the parties have executed this Amendment effective
as of the date first written above.
THE COMPANY:
SPACEDEV, INC.
By: /S/ Xxxxx X. Xxxxxx
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Xxxxx X. Xxxxxx, Chief Executive Officer
EMPLOYEE:
/S/ Xxx X. Xxxx
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Xxx X. Xxxx
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