AMENDMENT NO. 2, dated as of June 29, 2004 (but effective as of January 1,
2004), to EMPLOYMENT AGREEMENT, dated as of May 10, 2001 (the "Amendment"), by
and between DCAP GROUP, INC., a Delaware corporation (the "Company"), and XXXXX
XXXXXXXXX (the "Employee").
RECITALS
WHEREAS, the Company and the Employee are parties to an Employment
Agreement dated as of May 10, 2001 (as amended, the "Employment Agreement")
which sets forth the terms and conditions upon which the Employee is employed by
the Company and upon which the Company compensates the Employee.
WHEREAS, the Company and the Employee desire to amend the Employment
Agreement to provide for an increase of the Employee's salary effective January
1, 2004.
NOW, THEREFORE, in consideration of the foregoing, and for other good and
valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties, intending to be legally bound, hereby agree as
follows:
1. Pursuant to Section 4.2 of the Employment Agreement, the parties agree
that, effective January 1, 2004, the Employee's salary for the remainder of the
term of the Employment Agreement shall be Three Hundred Fifty Thousand Dollars
($350,000).
2. Except as amended hereby, the Employment Agreement shall continue in full
force and effect in accordance with its terms.
3. This Amendment shall be governed by, and interpreted and construed in
accordance with, the laws of the State of New York, excluding choice of law
principles thereof. In the event any clause, section or part of this Amendment
shall be held or declared to be void, illegal or invalid for any reason, all
other clauses, sections or parts of this Amendment which can be effected without
such void, illegal or invalid clause, section or part shall nevertheless
continue in full force and effect.
4. This Amendment may be executed in one or more counterparts, each of which
shall be deemed an original, and all of which taken together shall constitute
one and the same instrument.
5. Signatures hereon which are transmitted via facsimile shall be deemed
original signatures.
6. The Employee acknowledges that he has been represented by counsel or has
been afforded an opportunity to be represented by counsel in connection with
this Amendment. Accordingly, any rule or law or any legal decision that would
require the interpretation of any claimed ambiguities in this Amendment against
the party that drafted it has no application and is expressly waived by the
Employee. The provisions of this Amendment shall be interpreted in a reasonable
manner to give effect to the intent of the parties hereto.
Remainder of page intentionally left blank. Signature page follows.
IN WITNESS WHEREOF, the Company and the Employee have executed this
Amendment as of the date first above written.
DCAP GROUP, INC.
By: /s/ Xxxxxx X. Xxxxxxxxx
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Xxxxxx X. Xxxxxxxxx, Secretary
/s/ Xxxxx Xxxxxxxxx
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Xxxxx Xxxxxxxxx
