AMENDING AGREEMENT
Exhibit
10.4
THIS
AGREEMENT made the 5th day of
February, 2009
BETWEEN:
LML PAYMENT SYSTEMS INC., a
corporation continued under the laws of the Yukon Territory of 1680 – 0000 Xxxx
Xxxxxx Xxxxxx, Xxxxxxxxx, X.X., X0X 0X0
(the
“Company”)
AND:
XXXXXXX XXXXXX, businessman of
North Vancouver, B.C.
(the
“Executive”)
WHEREAS:
A.
|
The
Company and the Executive are parties to an employment agreement dated
March 31, 2008 (the “Original Agreement”)
whereby the Company has retained the services of the Executive in acting
as the Chief Accounting Officer of the
Company;
|
B.
|
The
Board has determined that it is in the best interests of the Company to
make the bonus structure for the Executive the same as that of other
senior executives of the Company;
|
C.
|
It
is appropriate to amend the Original Agreement in order to reflect such
change to the Executive’s bonus entitlement;
and
|
D.
|
The
parties now wish to make certain amendments to the Original Agreement upon
the terms and conditions set out in this
Agreement;
|
NOW,
THEREFORE, in consideration of the mutual covenants and agreements set forth
herein and other valuable consideration (the receipt and sufficiency of which is
hereby acknowledged), the parties hereto covenant and agree as
follows:
1.
|
Section 4.2
of the Original Agreement is deleted in its
entirety.
|
2.
|
The
following provision is added to the Original Agreement as a new
section 4.2:
|
“4.2 For
each full fiscal year of the Company that begins and ends during the Term,
commencing at the commencement of the 2010 fiscal year of the
Company, the Executive shall be eligible to earn an annual cash bonus (the
“Annual Bonus”) of up to thirty-five percent (35%) of the Base Salary based on
the achievement by the Company of reasonable performance goals established by
the Compensation Committee for each such fiscal year (or portion) which may
include targets related to the earnings before interest, taxes, depreciation and
amortization (“EBITDA”) of the Company. The Compensation Committee
shall, prior to the execution of this Agreement, establish objective criteria to
be used to determine the extent to which performance goals have been satisfied;
provided that until the commencement of the 2010 fiscal year of the
Company, the Annual Bonus for the Executive shall be limited to being up to
fifteen percent (15%) of the Base Salary based upon the same criteria as are to
be applied hereunder in the 2010 fiscal year of the Company.”
3.
|
All
provisions of the Original Agreement which are not amended by this
Agreement remain unchanged and the amendments contemplated in
sections 1 and 2 hereof taken together with all other unamended
provisions of the Original Agreement form the employment agreement between
the Company and the Executive as if such amendments formed part of the
Original Agreement.
|
IN
WITNESS WHEREOF, the parties have caused this Agreement to be duly executed on
the day and year first above written.
Per: | ||
/s/ Xxxx XxxXxx | ||
Authorized Signatory | ||
XXXXXXX
XXXXXX
|
||
/s/ Xxxxxxx X. Xxxxxx | /s/ Xxxxxxx Xxxxxx | |
Signature
|
Witness
Signature
|
|
Xxxxxxx Xxxxxx | ||
Print
Witness Name
|
||