EXHIBIT 10.1
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
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THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (the "First Amendment") is
made and entered into to be effective as of the 1/st/ day of May, 2001 between
HOLLYWOOD CASINO-AURORA, INC., an Illinois corporation (the "Employer"), and
XXXXXX XXXX XXXXXXXX (the "Employee") with reference to the foregoing.
RECITALS
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A. Employer and Employee entered into that certain Employment Agreement
dated as of July 1, 1999 (the "Existing Employment Agreement"); and
B. Employer and Employee now desire to amend the Existing Employment
Agreement as provided below.
AGREEMENTS
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NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
1. Paragraph 6 of the Existing Employment Agreement is hereby amended by
deleting the reference therein to "July 1, 2002" and replacing it with a
reference to "July 1, 2003."
2. Paragraph 4 of the Existing Employment Agreement is hereby amended and
restated to read in its entirety as follows:
"4. DUTIES OF EMPLOYEE. Employee shall perform such duties assigned
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to Employee by Hollywood Casino Corporation, a Delaware corporation
and the parent of Employer ("HCC"), as are generally associated with
the duties of Executive Vice President-Operations of HCC, including
but not limited to (i) the efficient and continuous operation of the
operating units of its Affiliates; (ii) the preparation of relevant
budgets and allocation of relevant funds; (iii) the selection and
delegation of duties and responsibilities of subordinates; (iv) the
direction, review and oversight of all operations and programs under
Employee's supervision; and (v) such other and further duties
specifically related to such duties as assigned by HCC to Employee.
The foregoing notwithstanding, Employee shall devote such time to
HCC's Affiliates as required by HCC, provided such duties are not
inconsistent with Employee's primary duties to Employer and HCC
hereunder."
3. Paragraph 8(a) of the Existing Employment Agreement is hereby amended and
restated to read in its entirety as follows:
"(a) Base Salary. Employer hereby covenants and agrees to pay to
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Employee, and Employee hereby covenants and agrees to accept from
Employer, a base salary of (i) Two Hundred Eight-Five Thousand and
No/100 Dollars ($285,000) per annum through April 30, 2001 and (ii)
Three Hundred Thirty Thousand and No/100 Dollars ($330,000) per annum
through the remainder of the Term. Such base salary shall be payable
in such equal regular installments as is Employer's custom and usage.
Such base salary shall be exclusive of and in addition to any other
benefits which Employer, in its sole discretion, may make available to
Employee, including, but not limited to, any pension plans, bonus
plans, retirements plans, company life insurance plans or medical
and/or hospitalization plans."
4. Paragraph 8(c) of the Existing Employment Agreement is hereby amended by
adding at the end thereof a new sentence which shall read in its entirety as
follows:
"The aforementioned incentive compensation plan shall provide for a
separate "target bonus" for Employee attributable to the operating
results of each of the Hollywood Casino in Aurora and the Hollywood
Casino in Shreveport. Notwithstanding the foregoing, the bonus to be
paid to Employee pursuant to such incentive compensation plan
attributable to the operating results of the Hollywood Casino in
Shreveport shall be no less than Twenty-Five Thousand and No/100
Dollars ($25,000) for the calendar year 2001."
5. Paragraph 9 of the Existing Employment Agreement is hereby amended and
restated to read in its entirety as follows:
"9. LICENSING REQUIREMENTS.
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(a) Employer and Employee hereby covenant and agree that this
Agreement may be subject to the approval of the Illinois Gaming Board,
the Mississippi Gaming Commission, the Louisiana Gaming Control Board
and any other jurisdiction in which Employer or Employer's Affiliates
conducts business (collectively, the "Gaming Authorities") pursuant to
the provisions of the Illinois Riverboat Gambling Act, the Mississippi
Gaming Control Act, the Louisiana Riverboat Economic Development and
Gaming Control Act and any other applicable law and the regulations
promulgated thereunder (collectively, the "Gaming Acts"). In the event
this Agreement is required to be approved by any of the Gaming
Authorities and is not so approved by the Gaming Authorities, this
Agreement shall immediately terminate and be null and void and of no
further force or effect; provided, however, should this Agreement not
be approved by the Gaming Authorities, Employer and Employee shall
hereby covenant and agree that, with the exception of the provisions
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of Paragraph 8 of this Agreement, this Agreement shall be deemed
modified and amended so as to receive the appropriate approval from
the Gaming Authorities.
(b) Employer and Employee hereby covenant and agree that, in
order for Employee to discharge the duties required under this
Agreement, Employee may be required to continue to hold casino key
employee licenses (the "Licenses") as issued by one or more Gaming
Authorities pursuant to the terms of the Gaming Acts and as otherwise
required by this Agreement. In the event that any of the Gaming
Authorities objects to the renewal of Employee's License, or any of
the Gaming Authorities refuses to renew Employee's applicable License,
Employer, at Employer's sole cost and expense, shall promptly defend
such action and shall take such reasonable steps as may be required to
attempt to secure such Gaming Authority's approval. The foregoing
notwithstanding, if such Gaming Authority's refusal to renew
Employee's License arises as a result of any of the events described
in Paragraph 1(a) of this Agreement, Employer's obligations under this
Paragraph 9 shall not be operative and Employee shall promptly
reimburse Employer upon demand for any expenses incurred by Employer
pursuant to this Paragraph 9. "
6. A new Paragraph 23 is hereby added to the Existing Employment Agreement,
which Paragraph 23 shall to read in its entirety as follows:
"23. TERMINATION BY EMPLOYEE. Notwithstanding anything to the contrary
contained in this Agreement, in the event that Employee shall be instructed
to report to any individual other than Xxxxxx X. Xxxxx III, Employee may,
on or prior to the date thirty (30) days from notice of such instruction,
terminate this Agreement by providing thirty (30) days prior written notice
to Employer. Notwithstanding the termination of this Agreement by the
Employee in accordance with this Paragraph 23, Employer shall continue to
pay Employee's base salary set forth in Paragraph 8(a) through the date
upon which this Agreement would have expired but for termination by the
Employee."
7. This First Amendment may be executed in multiple counterparts, each of
which shall be deemed an original but all of which together shall constitute one
and the same instrument.
8. If any provision of this First Amendment or the application hereof to any
person or circumstances shall to any extent be held void, unenforceable or
invalid, then the remainder of this First Amendment or the application of such
provision to persons or circumstances other than those as to which it is held
void, unenforceable or invalid shall not be affected thereby, and each provision
of this First Amendment shall be valid and enforced to the fullest extent
permitted by law.
9. THIS FIRST AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES
HEREUNDER SHALL BE GOVERNED BY THE LAWS OF THE STATE OF ILLINOIS, WITHOUT REGARD
TO ANY OF SUCH STATE'S DOCTRINES REGARD CONFLICTS OF LAWS.
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10. Except as amended hereby, the Existing Employment Agreement shall continue
in full force and effect without any further action by the parties thereto. On
or after the effective date of this First Amendment, references to the
"Agreement" in the Existing Employment Agreement, as amended hereby, shall be
deemed to mean, for purposes of determining the rights, remedies, obligations
and liabilities of the parties thereto and all other purposes, the Existing
Employment Agreement, as amended by this First Amendment.
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IN WITNESS WHEREOF, the parties to this First Amendment have executed such
First Amendment effective as of the date first set forth above.
HOLLYWOOD CASINO-AURORA, INC.
By: /s/ Xxxxxx X. Xxxxx III
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Name: Xxxxxx X. Xxxxx III
Title: President
/s/ Xxxxxx Xxxx Xxxxxxxx
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Xxxxxx Xxxx Xxxxxxxx
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