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AMENDMENT TO
EMPLOYMENT AGREEMENT
This Amendment to Employment Agreement (the "Amendment") is made and
entered into as of January 1, 1997, by and between XXXXXXX-XXXXXX, INC., a
Delaware corporation, with its principal office located in Santa Monica,
California ("the Company"), and XXXXX X. XXXXXXX, an individual ("Employee").
RECITALS
WHEREAS, Company and Employee have entered into that certain Employment
Agreement dated as of January 1, 1996, (the "Agreement"), providing for the
employment of Employee by Company pursuant to the terms of such Agreement; and
WHEREAS, Company and Employee have agreed that the terms of the
Employment Agreement should be modified to change Term of Employment, Salary,
Employee Services and Title.
AMENDMENT TO AGREEMENT
NOW, THEREFORE, for good and valuable consideration the receipt and
sufficiency of which are hereby acknowledged, the parties hereby amend the
Agreement, effective as of January 1, 1997 as follows:
1. Section 1(a) is deleted in its entirety and the following is
inserted in lieu thereof:
(a) Supersedure: Term. This Agreement shall supersede any and all prior
agreements written or oral. Subject to earlier termination as set forth
in Paragraph (5) below, the term of this Agreement shall be one year
from January 1, 1997 to December 31, 1997.
2. Section 1(b) is deleted in its entirety and the following is
inserted in lieu thereof:
(b) Salary. A salary equal to $12,500 per month and a salary advanced
against bonus earnings equal to $10,416.67 per month, payable on such
bases as is the normal payment pattern of the Company.
3. Section 1(c) is deleted in its entirety and the following is
inserted in lieu thereof:
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c) Bonus. The amount of bonus, if any, shall be determined by
calculating the Bonus Revenues less expenses as outlined in the attached
Addendum (1) (Exhibit B) and applied to the following percentages:
NET PROFIT BONUS
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0-1MM 15%
1MM-2MM 20%
2MM-Above 25%
Bonus revenues for Notes will be 25% and will cap at $2.5MM of net
profits. Bonus will be paid semi-annually.
4. Section 2. Employee Services. Reference to Employee's Title
shall be changed from Managing Director to Executive Managing
Director.
Subject to the foregoing, the Employment Agreement remains in full force
and effect and Company and Employee hereby ratify and confirm the Employment
Agreement in each and every respect.
IN WITNESS WHEREOF, the undersigned have executed this First Amendment
as of the date first written above.
"EMPLOYEE"
/s/ XXXXX X. XXXXXXX
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Xxxxx X. Xxxxxxx
"EMPLOYEE"
"COMPANY"
Xxxxxxx-Xxxxxx International
a California corporation
By /s/ XXXXXXX XXXXXXXX
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Xxxxxxx XxXxxxxx
Chief Executive Officer
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EXHIBIT B
XXX XXXXXXX
1. BASE COMPENSATION:
$12,500.00/mo. Salary
$10,416.67/mo. Non-repayable advance charged against bonus
$22,916.67/mo. $275,000 annualized
To manage KW Properties Residential Division:
1. Find/buy properties;
2. Secure financing
3. Oversee and manage:
a) Legal
b) Construction
c) Marketing/Sales
d) Closing
e) Other matters incidental to success of deal
2. BONUS (Based on Bonus Revenues Net Profits-see attached)
Net Profit Bonus
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0-$1,000,000 15%
$1,000,001- $2,000,000 20%
$2,000,001 -Above 25%
3. Lew will be awarded a commission percentage as procuring cause for
commercial deals signed by the Company. Commission percentage will be
based upon Lew's contribution to the deal and will be negotiated and
agreed to at the time of the deal signing. Such commissions will be
credited to his Bonus Revenues Net Profit for Bonus calculation. (see #
2).
4. Net Commissions earned by the Company on auctions for which Lew was
procuring cause will be credited to his Bonus Revenues Net Profits for
Bonus calculations. (see # 2).
