Exhibit 10.1
AMENDMENT TO
AMENDED AND RESTATED
EMPLOYMENT AGREEMENT
This Amendment to Amended and Restated Employment Agreement is made as of
December 7, 1995, between USTrails Inc., a Nevada corporation ("USTrails"),
Thousand Trails, Inc., a Washington corporation ("Thousand Trails"), and
National American Corporation, a Nevada corporation ("NACO") (which corporations
are sometimes referred to herein collectively as the "Corporations"), and Xxxxxx
X. Xxxxxxx, a resident of Woodinville, Washington (the "Executive").
The Executive and Thousand Trails and NACO entered into an Employment
Agreement dated as of September 21, 1989. This Employment Agreement was amended
and restated as of December 3, 1992, by the Executive and Thousand Trails, NACO,
and USTrails, and further amended by the parties as of November 18, 1994 (as so
amended and restated, the "Employment Agreement"). Pursuant to the Employment
Agreement, the Executive was employed as Vice President, General Counsel, and
Secretary of Thousand Trails and USTrails, and as Vice President and Assistant
Secretary of NACO. The Board of Directors of the Corporations (the "Boards")
recognize the Executive's contribution to the growth and success of the
Corporations.
The Boards desire to amend the Employment Agreement to make certain changes
in the Executive's employment arrangements with the Corporations.
The Executive is willing to commit himself to serve the Corporations on the
terms set forth in the Employment Agreement as amended herein.
Accordingly, in consideration of the mutual agreements herein contained,
and other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the Corporations and the Executive agree that the
Employment Agreement is hereby amended as set forth herein.
SECTION 1. Amendments. The references to "six (6) months" in the
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first paragraph of Section 7, and in Section 8.1(a) and Section 8.1(b), are
hereby changed to "twelve (12) months."
SECTION 2. Ratification. Except as amended herein, the terms of the
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Employment Agreement are hereby ratified and shall continue in full force and
effect.
Executed as of the date first written above.
USTRAILS INC.
By: /s/ Xxxxxxx X. Xxxx
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Xxxxxxx X. Xxxx, Chief Executive Officer
(continued)
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THOUSAND TRAILS, INC.
By: /s/ Xxxxxxx X. Xxxx
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Xxxxxxx X. Xxxx, Chief Executive Officer
NATIONAL AMERICAN CORPORATION
By: /s/ Xxxxxxx X. Xxxx
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Xxxxxxx X. Xxxx, Chief Executive Officer
EXECUTIVE
/s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
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