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EXHIBIT 10.34
[LOGO]
February 26, 1998
Xx. Xxxxxxx X. X'Xxxxxxx
00 Xxxx Xxxxx
Xxxxxxxx, XX 00000
Dear Xxxx:
We have reached the following agreement as an amendment to the terms of your
status with SystemSoft Corporation.
- Your permanent employment will cease with the company effective
February 28, 1998 and you will be paid your salary through that
date.
- You will be a consultant to the company for a fourteen week period
commencing March 2, 1998 and ending June 15, 1998. You will be
expected to work with the company four days per week. In return for
your services you will be paid $5,000 per week for the duration of
the fourteen weeks. This equates to a total consulting fee of
$70,000. SystemSoft has already exchanged the following options to
your ownership as shares. The granted options exchanged for shares
were as follows:
GRANT # VALUE SHARES
------- ----- ------
000119 $41,015 21,875
000206 $ 9,375 5,000
------- ------
$50,380 26,875
- You are responsible for $3,000,000 in revenue from 3Com, Fountain,
Micron, Xxxxx, CA or any other technology license deal. The
following stock grants will be transferred ownership to you as
shares on May 8, 1998, provided you achieve the $3M in revenue.
GRANT# VALUE SHARES
------ ---------- -------
000313 $51,258.38 11,886
000327 $40,377.94 9,363
---------- ------
$91,636.32 21,249
It is understood that there will be time dedicated to work with Convergent
Corporation in Atlanta during this fourteen week period.
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This letter supersedes the previous letter you received on February 3, 1998
insofar as your time commitment, cash compensation and additional vesting of
shares of stock as outlined above. This agreement does not supersede your
Employment Agreement dated December 28, 1997 and is put in place in addition to
that agreement. The terms of your Employment Agreement, as described in that
document will remain in force from March 1, 1998 - March 1, 1999.
Please acknowledge acceptance of this agreement by signing below.
Sincerely,
/s/ Xxxxxx X. Xxxxxx
--------------------
Xxxxxx X. Xxxxxx
Xxxxxx to and accepted by"
/s/ Xxxxxxx X. X'Xxxxxxx
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Xxxxxxx X. X'Xxxxxxx
Cc: Xxxxxx Xxxxxx