Exhibit 10.79
AMENDMENT TO EMPLOYMENT AGREEMENT
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the "Amendment") is made and
entered into as of February 29, 2004 by and between Oryx Technology Corp., a
Delaware corporation (the Company") and Xxxxxx X. Xxxxxxxx, an individual
("Xxxxxxxx").
WHEREAS, the Company and Xxxxxxxx have entered into an Employment
Agreement dated as of February 28, 2002, as amended December 23, 2002 (the
"Employment Agreement").
WHEREAS, the Employment Agreement terminates on February 29, 2004.
WHEREAS, the Company and Xxxxxxxx desire to extend the term of the
Employment Agreement to February 28, 2005.
NOW, THEREFORE, the parties, intending to be legally bound, agree as
follows:
1. Amendment to Section 2.3. Section 2.3 is hereby amended in its
entirety to read as follows:
"2.3 Term. This Agreement shall be effective for a three (3) year
period commencing on March 1, 2002 and ending on February 28, 2005, unless
earlier terminated pursuant to Article 4 of this Agreement (the "Term")."
2. Amendment to Section 3.1. Section 3.1 is hereby amended in its
entirety to read as follows:
"3.1 Base Salary. For services rendered under this Agreement from March
1, 2002 through February 28, 2005, the Company shall pay Xxxxxxxx a base salary
of $16,667 per month, in each case payable in accordance with the Company's
normal payroll practices. All amounts payable to Xxxxxxxx under this Agreement
shall be reduced by such amounts as are required to be withheld by applicable
law.
Starting January 1, 2003, Xxxxxxxx agrees to permanently defer $6,667, in base
salary per month. The total amount of salary deferred shall be payable only if
and when the Company is profitable for two consecutive quarters on or prior to
December 30, 2007. This deferral period will end on February 28, 2005 or sooner
if directed by the Company's Board of Directors."
3. Amendment to Sections 3.3, 3.6, 4.3.2, 4.5. Sections 3.3, 3.6, 4.3.2
and 4.5 are hereby amended by deleting "February 29, 2004" and/or "end of
February, 2004" and /or "the last day of February 2004" and inserting "February
28, 2005" in lieu thereof.
4. Counterparts. This Amendment may be executed in two or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
5. Complete Agreement. The Agreement and this Amendment constitute the
entire agreement of the parties with respect to the subject matter thereof and
hereof and supercede all prior agreements of the parties and all
representations, warranties, undertakings and understandings, whether written or
verbal, made with respect to the same subject matter. The Agreement and this
Amendment may not be changed or modified in any manner, orally or otherwise,
except in writing, in the form of an amendment, duly executed by each of the
parties hereto.
6. Governing Law; Authority. This Amendment shall be governed by and
construed under the laws of the State of California applied to agreements among
California residents entered into and to be performed entirely within
California.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
Employment Agreement be executed as of the day and year first written above.
THE COMPANY:
ORYX TECHNOLOGY CORP.
By: /s/ Xxx X. Xxxx
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Name: Xxx X. Xxxx
Title: Chairman Compensation Committee
XXXXXXXX:
/s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx
