EXHIBIT 10.5
AMENDMENT TO THE AGREEMENT BETWEEN
XXXXXXXX'X HOLDINGS, INC.
AND
XXXXXX XXXXX
This Amendment (this "Amendment") to the Employment Agreement (the
"Agreement") made and entered into as of January 1, 2001 between Xxxxxxxx'x
Holdings, Inc., a Delaware corporation (the "Company"), and Xxxxxx Xxxxx, an
individual residing at ______________________________ (the "Executive"), is
dated as of May 10, 2002. Terms not defined herein are defined in the Agreement.
WHEREAS, the Company and the Executive wish to extend the term of the
Agreement subject to the provisions contained in this Amendment;
NOW, THEREFORE, IT IS AGREED:
1. Section 2 of the Agreement is hereby amended to read as follows:
"2. TERM OF EMPLOYMENT. The Company agrees to employ the
Executive, and the Executive agrees to render personal
services to the Company and its Subsidiaries as Chief
Operating Officer of the Company until October 31, 2006 (the
"Initial Term"), which Initial Term shall be automatically
extended for successive 12 month periods on the same terms and
conditions, unless one Party provides to the other party a
notice of non-renewal at least six (6) months prior to the
expiration of the Initial Term or any extension thereof
(hereinafter, the Initial Term, as the same may be extended,
shall be referred to as the "Term"). Executive shall not be
required to hold any position or to perform any duty or
assignment materially inconsistent with those positions or his
experience and qualifications, it being agreed and understood
that the personal services to be rendered by Executive to the
Company and its Subsidiaries hereunder are of a special and
unique character."
2. Section 5 of the Agreement is hereby amended to read as follows:
"5. PERFORMANCE CASH BONUSES.
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(i) With respect to each Fiscal Year ending during
the Term, Executive will be eligible to receive a cash bonus
equal to a percentage of his Base Salary upon the Company's
achievement of certain performance thresholds as determined by
the Board of Directors (the "Board of Directors").
(ii) The Board of Directors shall determine the
performance threshold and the amount of the bonus to be
received for achieving each performance threshold prior to the
commencement of each fiscal year.
(iii) If such bonus is earned with respect to any
Fiscal Year, such bonus will be paid to Executive within 30
days following receipt by the Company of its certified
consolidated financial statements for the relevant year, but
no later than 125 days after the end of the Fiscal Year to
which such bonus relates.
3. The remaining terms of the Agreement remain in full force and effect.
4. This Amendment may be executed in one or more counterparts, and all such
counterparts shall constitute one Amendment.
IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment on
the day and year first above written.
Xxxxxxxx'x Holdings, inc.
By: /s/ Xxxxxx X. Xxxxxxxx
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Name: Xxxxxx X. Xxxxxxxx
Title: Chief Executive Officer
/s/ Xxxxxx Xxxxx
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Xxxxxx Xxxxx
