EXHIBIT 10.2(a)
AMENDMENT TO EMPLOYMENT AGREEMENT
This Amendment to Employment Agreement (the "Amendment") is
made as of the 25th day of March, 1997 by and between XXXXXXX LEISURE LIMITED, a
Bahamas international business company (the "Company"), and Xxxxxxx X. Xxxxxxx
("Employee").
WITNESSETH:
WHEREAS, the Company and Employee entered into an Employment
Agreement dated October 23, 1996 (the "Employment Agreement"); and
WHEREAS, the Company and Employee desire to amend the
Employment Agreement as provided below.
NOW, THEREFORE, in consideration of the premises and mutual
agreements hereinafter contained, the parties hereto agree as follows:
1. COMPENSATION.
Section 3(a)(i), in its entirety, and the first
sentence of Section 3(a)(iii) of the Employment Agreement are hereby amended so
that, as amended, they shall read as follows:
(a) SALARY, ETC. Commencing as of January 1, 1997,
except as otherwise expressly provided herein, the Company (or
any Affiliate thereof) shall pay to Employee during the term
hereof compensation as described in this Section 3(a), all of
which shall be subject to such deductions as may be required
by applicable law or regulation.
(i) BASE SALARY. A base salary at the rate
of (A) One Hundred Eighty-Three Thousand Seven Hundred Fifty
Dollars [(U.S.) $183,750.00] for calendar year ("Year") 1997
and (B) no less than One Hundred Eighty-Three Thousand Seven
Hundred Fifty Dollars [(U.S.) $183,750.00] for each Year
thereafter during the term of this Agreement, subject to
review by the Compensation Committee of the Board of Directors
of the Company, payable in bi-weekly installments (the "Base
Salary").
(iii) INCENTIVE BONUS. With respect to each
Period (as defined below) and Year during the term hereof,
additional cash compensation as described in this Section
3(a)(iii) (the "Incentive Bonus") based on a budget for each
Year hereunder, including budgets for each Period (as defined
below) within such Year, which budget includes an estimate of
the Net Earnings (as defined below) for each such Period and
for such Year and which budget shall have been approved for
the purpose of the compensation payable hereunder by the
Compensation Committee of the Board of Directors (the
"Budget").
2. CHANGE IN CONTROL.
The third sentence of Section 5(d) of the Employment
Agreement is hereby amended so that, as amended, it shall read as follows:
(e) CHANGE IN CONTROL. ... Notwithstanding the
foregoing, a Change in Control shall not be deemed to occur as
a result of twenty-five percent (25%) or more of the combined
voting power of the Company's then outstanding securities
being acquired by (i) one or more employee benefit plans
maintained by the Company or any entity directly or indirectly
Controlled (as defined below) by the Company, (ii) the Company
or any entity directly or indirectly Controlled by the Company
or (iii) Xxxxx X. Xxxxxxx, the current Chairman, Xxxxxxx
Xxxxxxx Xxxxxxx, the wife of Xxxxx X. Xxxxxxx (collectively,
the "Warshaws"), or any entity directly or indirectly
Controlled by either or both of the Warshaws, Employee or
members of the Immediate Family (as defined below) of
Employee.
3. TERMINATION. Section 5(e) of the Employment
Agreement is hereby amended to eliminate the words "and Additional Bonus" in the
last sentence thereof.
4. EFFECTIVE DATE. The effective date of the amendments
to the Employment Agreement contained in this Amendment shall be January 1,
1997.
5. NO OTHER AMENDMENT. Except as set forth in this
Amendment, all provisions of the Employment Agreement shall remain in full force
and effect.
- 2 -
IN WITNESS WHEREOF, the parties hereto have executed this
Amendment as of the day and year first above written.
XXXXXXX LEISURE LIMITED
/s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxx X. Xxxxxxx
___________________________ __________________________
Xxxxxxx X. Xxxxxxx Xxxxx X. Xxxxxxx,
Chairman of the Board and
Chief Executive Officer
- 3 -
