EXHIBIT 10.13
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (the "Agreement"), dated
effective the 1st day of October, 1997 (the "Effective Date"), is entered into
by and among U.S. LEGAL SUPPORT, INC., a Texas corporation ("USLS"), LOONEY &
COMPANY, a Texas corporation (the "Company") and XXXXXXX X. XXXXXX, an
individual residing in the State of Texas (the "Employee"). The Company and
USLS may sometimes hereinafter be referred to collectively as "Employers" or
singularly as "Employer." The Employers and Employee may sometimes hereinafter
be referred to singularly as a "Party" or collectively as the "Parties."
W I T N E S S E T H:
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WHEREAS, Litigation Resources of America, Inc., the Company and Employee
entered into that certain employment agreement ("Employment Agreement") dated
January 17, 1997;
WHEREAS, Litigation Resources of America, Inc. changed its name to "U.S.
Legal Support, Inc." effective September 25, 1997;
WHEREAS, the Employee has been the President and Chief Executive Officer of
the Employers under the Employment Agreement since January 17, 1997 and his
knowledge of the affairs of the Company, particularly the court reporting
business in Texas and nationwide, are of great value to the Employers;
WHEREAS, in consideration of the services and knowledge of the Employee and
in consideration of Employee's agreement to an increase in the scope of the
covenant not to compete contained herein, the Company has agreed to increase the
compensation of Employee hereunder;
NOW THEREFORE, for and in consideration of the mutual covenants, promises
and undertakings hereinafter contained, the Parties hereby agree as follows:
1. In the event of the successful consummation of a public offering by
USLS of its securities for cash in an underwritten public offering registered on
the appropriate form with the SEC, then effective 12:01a.m. on the date of such
public offering, the Employment Agreement shall be amended as follows:
A. Section 4(a) of the Employment Agreement is hereby deleted in its
entirety and substituted therefore is the following:
"(a) a salary in the amount of Two Hundred Fifty Thousand and
No/100 Dollars ($250,000.00) per year
effective as of the date hereof which shall be payable during the
term of this Agreement in accordance with the payroll policies of
the Employers in effect from time to time (but in no event less
frequently than monthly); and,"
B. Section 12(a) of the Employment Agreement is hereby deleted in its
entirety and substituted therefore is the following:
"(a) Employee will not in any capacity or relationship enter
into, engage in, or be connected with any business or business
operation or activity within a fifty (50) mile radius of any
office location then operated by the Employers or their
Affiliates at the time of such termination, which consists in
whole or in part of the Business of the Employers (as defined
hereinafter). For purposes of this Agreement, the "Business of
the Employers" shall be defined as the current business and all
future business of the Employers and their Affiliates, including,
but not limited to, the providing of court reporting, litigation
support services, and legal staffing services; and,"
2. Drafting. Both Parties hereto acknowledge that each Party was
actively involved in the negotiation and drafting of this Agreement and that no
law or rule of construction shall be raised or used in which the provisions of
this Agreement shall be construed in favor or against either Party hereto
because one is deemed to be the author thereof.
3. Employment Agreement. All other terms and conditions contained in the
Employment Agreement shall remain in full force and effect except as otherwise
specifically amended thereby.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of
the date and year first above written.
THE COMPANY:
LOONEY & COMPANY,
a Texas corporation
By: /s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx, President
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U.S. LEGAL SUPPORT, INC.,
a Texas corporation
By: /s/ Xxxxx X. Xxxxxxxx
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Xxxxx X. Xxxxxxxx
Chief Financial Officer
THE EMPLOYEE:
/s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx
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