EXHIBIT 10.60
EMPLOYMENT AGREEMENT
This Employment Agreement (this "Agreement") is entered into this date
by and between ALAMOSA PCS, INC., a Texas corporation, having its principal
executive office located at 0000 Xxxxxxxxxx Xxxxxxx, Xxxxxxx, Xxxxx 00000 (the
"Company"), and XXXXXXXX XXXXX, an individual residing at Lubbock, Texas (the
"Employee").
WITNESSETH:
WHEREAS, the parties are entering into this Agreement to set forth and
confirm their respective rights and obligations with respect to the Employee's
employment by the Company.
NOW, THEREFORE, in consideration of the mutual covenants herein
contained, the parties hereto mutually agree as follows:
1. EMPLOYMENT; TERM; DUTIES. The Company hereby employs the Employee as
Vice President and General Manager. The term of the Employee's employment,
pursuant to this Agreement, will commence on February 3, 2000 (the "Commencement
Date"), and will continue until the date that is immediately prior to the fourth
(4th) anniversary of the Commencement Date (the "Termination Date"), or the
termination of this Agreement as described in Section 5 hereof, whichever shall
occur first. The Employee hereby accepts such employment, and agrees to devote
his full time and effort to the business and affairs of the Company with such
duties consistent with the Employee's position as may be assigned to him from
time to time by the Chief Executive Officer ("CEO") or the Chief Operating
Officer ("COO") of the Company. Notwithstanding anything to the contrary in this
Agreement, nothing in this Agreement shall be deemed to impose any obligation on
the Company or any of its subsidiaries to continue to employ the Employee, or on
the Employee to remain in the employ of the Company or any of its subsidiaries.
2. COMPENSATION. In consideration of all services rendered by the
Employee during the term of his employment, pursuant to this Agreement, the
Company will provide the Employee with the following compensation:
(A) BASE SALARY. The Company will pay the Employee a base salary
at the annual rate of $90,000.00, payable periodically but no less
often than semi-monthly, in substantially equal amounts, in
accordance with the Company's payroll practices from time to time
in effect. The Company will review the Employee's base salary at
least once each year and may, in its discretion, increase the
Employee's base salary.
(B) BONUS. In addition to the Employee's base salary, the Employee
shall be eligible to receive a bonus (a "Quarterly Bonus") for
each calendar quarter in an amount, if any, determined by the
Company based on performance goals established from time to time
by the Company. Any
Quarterly Bonus owing to the Employee shall be paid within
forty-five (45) days following the end of the applicable calendar
quarter.
The Employee will receive no additional compensation for serving the Company in
any other capacity.
3. EMPLOYEE BENEFITS. The Employee will be entitled to participate in
all incentive, retirement, profit-sharing, life, medical, disability and other
benefit plans and programs (collectively "Benefit Plans") as are from time to
time generally available to other executives of the Company with comparable
responsibilities, subject to the provisions of those programs. Without limiting
the generality of the foregoing, the Company will provide the Employee with
basic health and medical benefits on the terms that such benefits are provided
to other employees of the Company with comparable responsibilities. The Employee
will also be entitled to holidays, sick leave and vacation in accordance with
the Company's policies as they may change from time to time.
4. EXPENSES.
(a) Reimbursement for Expenses. The Company will promptly
reimburse the Employee, in accordance with the Company's policies
and practices in effect from time to time, for all expenses
reasonably incurred by the Employee in performance of the
Employee's duties under this Agreement, including reimbursement
for miles driven by the Employee in furtherance of the Company's
business ("Business Mileage").
(1) Reimbursement for Business Mileage shall be at the rate
of eighteen cents (18(cent)) per mile.
(2) Business mileage does not include commuting from
Employee's residence to the Company's headquarters.
(3) Employee is responsible for proper substantiation and
reporting of Business Mileage and/or actual expenses.
(4) Employee acknowledges that the payment to him of a
monthly vehicle allowance plus the standard mileage rate may
result in taxable income if the business portion of actual
automobile expenses is less than the total amount paid to
employee under this subsection, or if employee does not
maintain the records required by the Internal Revenue Code
and the Regulations thereunder. Employee has been advised to
consult a tax advisor to determine the taxability of payments
under this subsection, and the record keeping requirements
associated with the travel and expenses associated with such
payments.
(b) Vehicle Allowance. In addition to reimbursed expenses,
Employee is entitled to $400.00 per month as a vehicle allowance.
2
5. TERMINATION. The Employee's employment by the Company: (a) shall
terminate upon the Employee's death or disability (as defined below); (b) may be
terminated by the Company for any reason other than cause or non-performance at
any time; (c) may be terminated by the Company for cause (as defined below) at
any time; (d) may be terminated by the Employee at any time upon forty-five (45)
days' prior written notice delivered by the Employee to the Company; and (e) may
be terminated by the Company for non-performance by the Employee at any time.
(a) The term "disability" means the determination under the
Company's Long-Term Disability Plan that the Employee is eligible
to receive a disability benefit.
(b) The term "cause" in the event of termination of the Employee's
employment by the Company means (i) any breach of Sections 7 or 9
of this Agreement by Employee which has a material adverse effect
on the Company and which is not or cannot be cured within thirty
(30) days after notice from the COO thereof; (ii) commission of
any act of fraud, embezzlement or dishonesty by the Employee that
is materially and demonstrably injurious to the Company; or (iii)
any other intentional misconduct by the Employee adversely
affecting the business or affairs of the Company in a material
manner. The term "intentional misconduct by the Employee adversely
affecting the business or affairs of the Company" shall mean such
misconduct that is detrimental to the business or the reputation
of the Company as it is perceived both by the general public and
the telecommunications industry.
(c) The term "non-performance by the Employee" in the event of
termination of the Employee's employment by the Company means the
determination by the COO of the Company, in his sole and absolute
discretion, that the Employee is not performing his duties under
this Agreement after the COO has delivered to the Employee written
notice which specifically identifies the manner in which the COO
believes he is not performing his duties and which is not or
cannot be cured within 15 days after such written notice is
delivered to the Employee.
6. CONSEQUENCES OF TERMINATION.
(A) CONSEQUENCES OF TERMINATION ON EMPLOYEE'S DEATH OR DISABILITY.
If the Employee's employment is terminated prior to the
Termination Date, because of the Employee's death or disability,
(i) subject to Section 6(f) hereof, this Agreement terminates
immediately; (ii) the Company will pay the Employee, or his legal
representative or estate, as the case may be, in full satisfaction
of all of its compensation (base salary and bonus) obligations
under this Agreement, an amount equal to the sum of any base
salary due to the Employee through the last day of employment,
plus any accrued bonus to which the Employee may have been
entitled on the last day of employment, but had not yet been
3
received; and (iii) the Employee's benefits and rights under any
Benefit Plan shall be paid, retained or forfeited in accordance
with the terms of such plan; provided, however, that Employer
shall have no obligation to make any payments toward these
benefits for Employee from and after termination.
(B) CONSEQUENCES OF TERMINATION BY THE COMPANY FOR ANY REASON
OTHER THAN FOR CAUSE OR FOR NON-PERFORMANCE OF EMPLOYEE
(1) If the Employee's employment is terminated by the Company
prior to the Termination Date, for any reason other than for
cause or non-performance of Employee, (i) subject to Section
6(f) hereof, this Agreement terminates immediately; (ii) the
Company will pay the Employee, in full satisfaction of all of
its compensation (base salary and bonus) obligations under
this Agreement, an amount equal to the sum of any base salary
due to the Employee through the last day of employment, plus
any accrued bonus to which the Employee may have been
entitled on the last day of employment, but had not yet been
received; (iii) the Company will pay the Employee, within
sixty (60) days of such termination, a lump sum severance
payment equal to one (1) month's base salary as in effect at
the date of employment termination for every three hundred
sixty-five (365) days of the Employee's employment with the
Company, but in no event less than three (3) month's base
salary; and (iv) the Employee's benefits and rights under any
Benefit Plan, other than any basic health and medical benefit
plan, shall be paid, retained or forfeited in accordance with
the terms of such plan; provided, however, that Employer
shall have no obligation to make any payments toward these
benefits for Employee from and after termination.
(2) Any payment pursuant to clause (b)(1)(iv) above (the
"Termination Payment"):
a. will be subject to offset for any advances, amounts
receivable, and loans, including accrued interest,
outstanding on the date of the employment termination;
and
b. will not be subject to offset on account of any
remuneration paid or payable to the Employee for any
subsequent employment the Employee may obtain, whether
during or after the period during which the Termination
Payment is made, and the Employee shall have no
obligation whatever to seek any subsequent employment.
(C) CONSEQUENCES OF TERMINATION FOR CAUSE BY THE COMPANY. If the
Employee's employment is terminated by the Company prior to the
4
Termination Date, for cause, (i) subject to Section 6(f) hereof,
this Agreement terminates immediately; (ii) the Company will pay
the Employee, in full satisfaction of all of its compensation
(base salary and bonus) obligations under this Agreement, an
amount equal to the sum of any base salary due to the Employee
through the last day of employment, plus any accrued bonus to
which the Employee may have been entitled on the last day of
employment, but had not yet been received; and (iii) the
Employee's benefits and rights under any Benefit Plan shall be
paid, retained or forfeited in accordance with the terms of such
plan; provided, however, that Employer shall have no obligation to
make any payments toward these benefits for Employee from and
after termination.
(D) CONSEQUENCES OF TERMINATION BY THE EMPLOYEE FOR ANY REASON
OTHER THAN EMPLOYEE'S DEATH OR DISABILITY. If, upon forty-five
(45) days' prior written notice to the Company by the Employee,
the Employee's employment is terminated by the Employee prior to
the Termination Date, for any reason other than Employee's death
or disability, (i) subject to Section 6(f) hereof, this Agreement
terminates immediately; (ii) the Company will pay the Employee, in
full satisfaction of all of its compensation (base salary and
bonus) obligations under this Agreement, an amount equal to the
sum of any base salary due to the Employee through the last day of
employment, plus any accrued bonus to which the Employee may have
been entitled on the last day of employment, but had not yet been
received; and (iii) the Employee's benefits and rights under any
Benefit Plan, other than any basic health and medical benefit
plan, shall be retained or forfeited in accordance with the terms
of such plan; provided, however, that Employer shall have no
obligation to make any payments toward these benefits for Employee
from and after termination.
(E) CONSEQUENCES OF TERMINATION BY THE COMPANY FOR NON-PERFORMANCE
BY THE EMPLOYEE. If the Employee's employment is terminated by the
Company prior to the Termination Date, for non-performance by the
Employee (i) subject to Section 6(f) hereof, this Agreement
terminates immediately; (ii) the Company will pay the Employee, in
full satisfaction of all of its compensation (base salary and
bonus) obligations under this Agreement, an amount equal to the
sum of any base salary due to the Employee through the last day of
employment, plus any accrued bonus to which the Employee may have
been entitled on the last day of employment, but had not yet been
received; and (iii) the Employee's benefits and rights under any
Benefit Plan, other than any basic health and medical benefit
plan, shall be paid, retained or forfeited in accordance with the
terms of such plan; provided, however, that Employer shall have no
obligation to make any payments toward these benefits for Employee
from and after termination.
5
(F) PRESERVATION OF CERTAIN PROVISIONS. Notwithstanding any
provisions of this Agreement to the contrary, the provisions of
Sections 7 through 12 hereof shall survive the expiration or
termination of this Agreement as necessary to give full effect to
all of the provisions of this Agreement.
7. NON-COMPETITION BY EMPLOYEE. During the term of this Agreement, the
Employee shall not, directly or indirectly, either as an Employee, Employer,
Consultant, Agent, Principal, Partner, Corporate Officer, Director, Shareholder,
Member, Investor or in any other individual or representative capacity, engage
or participate in any business that is in competition in any manner whatever
with the business of the Company. For these purposes, the business of the
Company is establishing and providing mobile wireless communications services
(the "Business"), including all aspects of the Business, within the Service Area
as that term is defined in the Schedule of Definitions referred to in and
incorporated by reference into that certain Sprint PCS Management Agreement
dated July 17, 1998 and as it may be amended from time to time or any other
similar Sprint Management Agreement to which the Company or any of its
affiliates or subsidiaries may be a party ("the Sprint Agreement"). Furthermore,
upon the expiration of this Agreement or the termination of this Agreement prior
to the Termination Date, for any reason, the Employee expressly agrees not to
engage or participate, directly or indirectly, either as an Employee, Employer,
Consultant, Agent, Principal, Partner, Stockholder, Corporate Officer, Director,
Shareholder, Member, Investor or in any other individual or representative
capacity, for a period of two (2) years in any business that is in competition
with the Business and that is located within and/or doing business within the
Service Area as defined above as in existence during the term of the Employee's
employment with the Company. The parties agree that the Company has a legitimate
interest in protecting the Business and goodwill of the Company that has
developed in the areas of the Company's Business and in the geographical areas
of this Covenant Not To Compete as a result of the operations of the Company.
The parties agree that the Company is entitled to protection of its interests in
these areas. The parties further agree that the limitations as to time,
geographical area, and scope of activity to be restrained do not impose a
greater restraint upon Employee than is necessary to protect the goodwill or
other business interest of the Company. The parties further agree that in the
event of a violation of this Covenant Not To Compete, that the Company shall be
entitled to the recovery of damages from Employee and/or an injunction against
Employee for the breach or violation or continued breach or violation of this
Covenant. The Employee agrees that if a court of competent jurisdiction
determines that the length of time or any other restriction, or portion thereof,
set forth in this Section 7 is overly restrictive and unenforceable, the court
may reduce or modify such restrictions to those which it deems reasonable and
enforceable under the circumstances, and as so reduced or modified, the parties
hereto agree that the restrictions of this Section 7 shall remain in full force
and effect. The Employee further agrees that if a court of competent
jurisdiction determines that any provision of this Section 7 is invalid or
against public policy, the remaining provisions of this Section 7 and the
remainder of this Agreement shall not be affected thereby, and shall remain in
full force and effect.
6
8. EXCEPTIONS TO NON-COMPETITION COVENANTS. Notwithstanding anything
herein to the contrary or apparently to the contrary, the following shall not be
a violation or breach of the non-competition covenants contained in this
Agreement. Employee may invest in the securities of any enterprise (but without
otherwise participating in the activities of such enterprise) if (a) such
securities are listed on any national or regional securities exchange or have
been registered under section 12(g) of the Securities Exchange Act of 1934 and
(b) the Employee does not beneficially own (as defined in Rule 13d-3 promulgated
under the Securities Exchange Act of 1934) in excess of 5% of the outstanding
capital stock of such enterprise.
9. CONFIDENTIAL INFORMATION. The Employee recognizes and acknowledges
that he will have access to certain information of members of the Company Group
(as defined below) and that such information is confidential and constitutes
valuable, special and unique property of such members of the Company Group. The
parties agree that the Company has a legitimate interest in protecting the
Confidential Information, as defined below. The parties agree that the Company
is entitled to protection of its interests in the Confidential Information. The
Employee shall not at any time, either during or subsequent to the term of this
Agreement, disclose to others, use, copy or permit to be copied, except in
pursuance of his duties for and on behalf of the Company, it successors, assigns
or nominees, any Confidential Information of any member of the Company Group
(regardless of whether developed by the Employee) without the prior written
consent of the Company. Employee acknowledges that the use or disclosure of the
Confidential Information to anyone or any third party could cause monetary loss
and damages to the Company. The parties further agree that in the event of a
violation of this covenant against non-use and non-disclosure of Confidential
Information, that the Company shall be entitled to a recovery of damages from
Employee and/or an injunction against Employee for the breach or violation or
continued breach or violation of this covenant.
As used herein, "Company Group" means the Company, and any entity that
directly or indirectly controls, is Controlled by, or is under common control
with, the Company, and for purposes of this definition "control" means the
possession, directly or indirectly, of the power to direct or cause the
direction of the management and policies of such entity, whether through the
ownership of voting securities, by contract or otherwise.
The term "Confidential Information" with respect to any person means
any secret or confidential information or know-how and shall include, but shall
not be limited to, the plans, financial and operating information, customers,
supplier arrangements, contracts, costs, prices, uses, and applications of
products and services, results of investigations, studies or experiments owned
or used by such person, and all apparatus, products, processes, compositions,
samples, formulas, computer programs, computer hardware designs, computer
firmware designs, and servicing, marketing or manufacturing methods and
techniques at any time used, developed, investigated, made or sold by such
person, before or during the term of this Agreement, that are not readily
available to the public or that are maintained as confidential by such person.
The Employee shall maintain in confidence any Confidential Information of third
parties received as a result of his
7
employment with the Company in accordance with the Company's obligations to such
third parties and the policies established by the Company.
10. DELIVERY OF DOCUMENTS UPON TERMINATION. The Employee shall deliver
to the Company or its designee at the termination of his employment all
correspondence, memoranda, notes, records, drawings, sketches, plans, customer
lists, product compositions, and other documents and all copies thereof, made,
composed or received by the Employee, solely or jointly with others, that are in
the Employee's possession, custody, or control at termination and that are
related in any manner to the past, present, or anticipated business or any
member of the Company Group. In this regard, the Employee hereby grants and
conveys to the Company all right, title and interest in and to, including
without limitation, the right to possess, print, copy, and sell or otherwise
dispose of, any reports, records, papers, summaries, photographs, drawings or
other documents, and writings, and copies, abstracts or summaries thereof, that
may be prepared by the Employee or under his direction or that may come into his
possession in any way during the term of his employment with the Company that
relate in any manner to the past, present or anticipated business of any member
of the Company Group.
11. MEDIATION. The Company and Employee agree to mediate any disputes
between them arising under any of the provisions of this Agreement other than
the provisions of Sections 7 through 10 hereof. Nothing in this Section 11
applies to or governs disputes arising under Sections 7 through 10 of this
Agreement. In the event of any such dispute, the parties, within thirty (30)
days of a written request for mediation, shall attend, in good faith, a
mediation in order to make a good faith reasonable effort to resolve such
dispute arising under this Agreement. The parties shall attempt, in good faith,
to agree to a mediator. If unable to so agree, in that event, there will be no
mediation. If this good faith mediation effort fails to resolve any dispute
arising under this Agreement, either party may pursue any appropriate legal
action regarding said dispute.
12. SUCCESSORS; BINDING AGREEMENT; ASSIGNMENT. The Company shall
require any successor (whether direct or indirect, by purchase, merger,
consolidation or otherwise) to all or substantially all of the business or
assets of the Company to expressly assume and agree in writing to perform this
Agreement in the same manner and to the same extent that the Company would be
required to perform it if no such succession had taken place. Failure of the
Company to obtain such express assumption and agreement at or prior to the
effectiveness of any such succession shall be a breach of this Agreement and
shall entitle the Employee to compensation and benefits from the Company in the
same amount and on the same terms to which the Employee would be entitled
hereunder if the Company terminated the Employee's employment without Cause. For
purposes of implementing the foregoing, the date on which any such succession
becomes effective shall be deemed the date of termination. As used in this
Agreement, "Company" shall mean the Company as hereinbefore defined and any
successor to its business or assets as aforesaid which assumes and agrees to
perform this Agreement by operation of law, or otherwise. The Company may not
assign this Agreement, except in connection with, and to the acquiror of, all or
substantially all of the business or assets of the Company, provided such
acquiror expressly assumes and agrees in writing to perform this
8
Agreement as provided in this Section. The Employee may not assign his rights or
delegate his duties or obligations under this Agreement.
13. NOTICE. Any notices or other communications required or permitted
to be given hereunder shall be in writing and shall be deemed to have been duly
made or given when hand delivered, one (1) business day after being transmitted
by telecopier (confirmed by mail) or sent by overnight courier against receipt,
or five (5) days after being mailed by registered or certified mail, postage
prepaid, return receipt requested, to the party to whom such communication is
given at the address set forth below, which address may be changed by notice
given in accordance with this Section:
If to the Company: Alamosa PCS, Inc.
0000 Xxxxxxxxxx Xxxxxxx
Xxxxxxx, Xxxxx 00000
Attn: Xxxxx X. Xxxxxxxx, Chairman
With Copy to: Xxxx XxXxxxxxx, Xx.
Xxxxxxxx, Xxxxxx & Xxxxx, L.L.P.
X.X. Xxx 0000
Xxxxxxx, Xxxxx 00000-0000
If to the Employee: Xxxxxxxx Xxxxx
0000 00xx
Xxxxxxx, Xxxxx 00000
With Copy to:
---------------------------------------
---------------------------------------
---------------------------------------
14. MISCELLANEOUS.
(A) SEVERABILITY. If any provision of this Agreement shall be
declared to be invalid or unenforceable, in whole or in part, such
invalidity or unenforceability shall not affect the remaining
provisions hereof which shall remain in full force and effect.
(B) NO ORAL MODIFICATION, WAIVER OR DISCHARGE. No provisions of
this Agreement may be modified, waived or discharged orally, but
only by a waiver, modification or discharge in writing signed by
the Employee and such officer as may be designated by the Board of
Directors of the Company to execute such a waiver, modification or
discharge, No waiver by either party hereto at any time of any
breach by the other party hereto of, or failure to be in
compliance with, any condition or provision of this Agreement to
be performed by such other party shall be deemed a waiver of
similar or dissimilar provisions or conditions at the time or at
any prior or subsequent time. No agreements or representations,
oral or otherwise, express or implied, with respect to the subject
matter hereof have been
9
made by either party which are not expressly set forth in this
Agreement or in the documents attached as Exhibits to this
Agreement.
(C) INVALID PROVISIONS. Should any portion of this Agreement be
adjudged or held to be invalid, unenforceable or void, such
holding shall not have the effect of invalidating or voiding the
remainder of this Agreement and the parties hereby agree that the
portion so held invalid, unenforceable or void shall, if possible,
be deemed amended or reduced in scope, or otherwise be stricken
from this Agreement to the extent required for the purposes of
validity and enforcement thereof.
(D) ENTIRE AGREEMENTS. This Agreement and the Exhibits attached
hereto represent the entire agreement of the parties and shall
supersede any and all previous contracts, arrangements or
understandings, express or implied, between the Employee and the
Company with respect to the subject matter hereof.
(E) SECTION HEADINGS FOR CONVENIENCE ONLY. The section headings
herein are for the purpose of convenience only and are not
intended to define or limit the contents of any section.
(F) EXECUTION IN COUNTERPARTS. The parties may sign this Agreement
in counterparts, all of which shall be considered one and the same
instrument.
(G) GOVERNING LAW AND PERFORMANCE. This Agreement shall be
governed by the laws of the State of Texas and shall be deemed to
be executed in and performance called for in Lubbock, Lubbock
County, Texas, or at the Company's sole option, by the laws of the
state or states where this Agreement may be at issue in any
litigation involving the Company.
DATED this 27th day of January, 2000, to be effective February 3, 2000.
COMPANY
ALAMOSA PCS, INC.
By /s/ Xxxxx Xxxxxxxx
------------------------------
Name: Xxxxx Xxxxxxxx
Title: COO
10
EMPLOYEE
/s/ Xxxxxxxx Xxxxx
---------------------------------
Xxxxxxxx Xxxxx
Approved as to the mediation provisions in Paragraph 12 above.
XXXXXXXX, XXXXXX & XXXXX, L.L.P.
By
------------------------------
XXXX XxXXXXXXX, XX.
Attorneys for Alamosa PCS, Inc.
---------------------------------
Attorney for Employee
11
EMPLOYMENT AGREEMENT ADDENDUM
This Addendum ("Addendum") is made as of the 31st day of January, 2000
("Effective Date") between ALAMOSA PCS Holdings Inc., a Delaware corporation
("ALAMOSA PCS") Xxxxxxxx Xxxxx, (Employee). Pursuant to the Employment Agreement
executed by and between ALAMOSA PCS and the Employee, ALAMOSA PCS offers the
following addendum which is subject to the terms and conditions as agreed to in
the employment agreements and which will replace section 2(b) of the executed
employment agreement between said parties:
BONUS. In addition to the Employee's base salary, the Employee shall be
eligible to receive a bonus (a "Quarterly Bonus") for each calendar quarter
in an amount, if any, determined as follows: In each calendar quarter,
beginning with the quarter ending March 30, 2000, Employee's Quarterly Bonus
shall be equal to the sum of (1) plus (2) as follows:
(1) $7,500.00 multiplied by the percentage set forth opposite each
Expected Milestone set forth in the bonus plan objectives as
established from time to time by the employer.
(2) $7,500.00 multiplied by the percentage set forth opposite each
Exceptional Milestone set forth in the bonus plan objectives as
established from time to time by the employer.
If any particular Expected Milestone or Exceptional Milestone is not
achieved for any calendar quarter, that percentage share of the dollar
amount specified in (1) or (2) above, as the case may be, shall not be
payable as part of the Quarterly Bonus. The Expected Milestones, Exceptional
Milestones and percentages set forth on the plan containing the objectives
to be evaluated as established by employer may be changed by the Company at
any time and from time to time, but any such change shall not apply earlier
than the calendar quarter following the calendar quarter in which such
change is made by the Company and communicated to the Employee. Such changes
are at the sole discretion of the employer. Employer may also, in its sole
discretion, change the amounts of the bonuses to be awarded for each
milestone. Such changes shall not apply earlier than the calendar quarter
following the calendar quarter in which such change is made by the Company
and communicated to the Employee.
Any Quarterly Bonus owing to the Employee shall be paid within forty-five
(45) days following the end of the applicable calendar quarter.
By signing below, the parties agree to perform in accordance with the terms and
conditions as set forth in this addendum.
Signature: /s/ Xxxxxxxx Xxxxx Signature: /s/ Xxxxx Xxxxxxxx
------------------------ ------------------------
Printed Name: Xxxxxxxx Xxxxx Printed Name: Xxxxx Xxxxxxxx
--------------------- ---------------------
Date: 01-31-2000 Date: 2/8/00
----------------------------- -----------------------------
Title: West Texas General Manager Title: COO
---------------------------- ----------------------------
