Exhibit 10.61.1
AMENDMENT TO EMPLOYMENT AGREEMENT OF
XXXXXXX X. XXXXX
WHEREAS Xxxxxxx X. Xxxxx ("Employee") and National Manufacturing Technologies,
Inc. ("Company") entered into an Employment Agreement on September 23, 1999; and
WHEREAS that Agreement provides for a performance review and consideration of a
bonus award at the six (6) month period concluding on March 23, 2000; and
WHEREAS the Compensation Committee has reviewed said performance and found it to
be superior during that time period; and
WHEREAS Employee and the Company have come to agreement on changes to Employee's
Employment Agreement in lieu of the awarding of the maximum cash bonus;
NOW THEREFORE the following amendments to the September 23, 2000 Employment
Agreement are hereby made:
1. Paragraph 2.1 is amended as follows: the termination date September 30,
2002, is hereby changed to be March 31, 2004.
2. The following paragraphs 4.1 and 4.1.1 are hereby added:
4.1 Sabbatical: At Employee's sole election, Employee may request and the
Company shall agree to Employee taking a sabbatical from Employee's position
as CEO. Employee shall provide not less than thirty (30) days notice of his
intent to take said sabbatical and shall identify the intended dates of the
sabbatical period. During any such sabbatical period, Employee shall be paid
compensation in salary, bonus and benefits at the same rate and on the same
terms as if Employee was actively working during said sabbatical period. The
sum total of sabbatical time granted to Employee under this Agreement,
regardless of the number of sabbatical periods, shall not exceed a
cumulative of six (6) calendar months.
4.1.1 In the event of a change of control (defined as a change of 51% of the
Board of Directors within a two year period, or merger or acquisition of the
Company that affects ownership changes of more than 25% of the company stock);
or in the event this contract is terminated for any reason prior to its
expiration date, Employee shall be paid the full amount that would have been
earned under the terms of this Agreement, to include in said sabbatical period,
within five (5) business days of termination. However, in the event this
Agreement reaches its expiration date and Employee has not utilized the
available sabbatical leave, said leave shall be forfeited.
3. The following paragraph 4.2 is hereby added:
4.2 Deferral of compensation or benefits: At the election of Employee, and
with the Company's concurrence, Employee may elect to defer and not receive
on a current basis some or all of Employee's compensation, to include
salary, bonus, benefits or expense reimbursement. If Employee so elects and
the Company agrees, said deferred amounts will be considered an "on demand"
loan from Employee to Company and shall accrue interest at the same rate
that the Company for the same time period was charged by its working capital
lender. If no working capital lender is in place during said period, then
the interest rate shall be equivalent to prime interest plus two (2)
percent. Such amounts shall be immediately payable to Employee on demand.,
within five (5) working days of said demand, without offset or adjustment
for any reason.
4. Paragraph 11.1 is amended as follows: wherever the reference in this
paragraph is made to 16 weeks of severance pay, it is hereby changed to 29
weeks of severance pay.
This amendment to the September 23, 2000 Employment Agreement between Employee
and the Company is made effective as of May 31, 2000.
Company:
National Manufacturing Technologies, Inc.
By: /s/ Xxxx X. Le
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Chairman, Compensation Committee
Employee: /s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx
