EXHIBIT 10.1.1
AMENDMENT TO
SERVICES AGREEMENT
THIS AGREEMENT, MADE THIS 8TH DAY OF FEBRUARY, 1998, BY AND BETWEEN TOTAL
ENTERTAINMENT RESTAURANT CORP. A DELAWARE CORPORATION, HEREAFTER REFERRED TO AS
"TENT", AND XXXXXXX ENTERPRISES, INC., A KANSAS CORPORATION, HEREAFTER REFERRED
TO AS "CEI".
WHEREAS, THE PARTIES ENTERED INTO A SERVICES AGREEMENT DATED JULY 17, 1997,
"SERVICES AGREEMENT", AND ARE DESIROUS OF RENEWING THE AGREEMENT.
NOW, THEREFORE, FOR TEN DOLLARS ($10.00) AND OTHER VALUABLE CONSIDERATION,
THE RECEIPT AND SUFFICIENCY OF WHICH IS ACKNOWLEDGED, THE PARTIES HEREBY AGREE
AS FOLLOWS:
1. REGARDING PROVISION NO. 3 "TERM" OF THE "SERVICES AGREEMENT", IT IS
AGREED THAT THE TERM SHALL COMMENCE DECEMBER 31, 1997, AND SHALL CONTINUE UNTIL
DECEMBER 30, 1998.
2. PROVISION NO. 4 "COMPENSATION" OF THE "SERVICES AGREEMENT" SHALL BE
DELETED IN ITS ENTIRETY AND THE FOLLOWING SUBSTITUTED:
4.01 THE PARTIES AGREE TO THE FOLLOWING METHOD OF COMPENSATION FOR THE
SERVICES TO BE RENDERED:
$194,500.00 ANNUALLY PAYABLE AT THE RATE OF 14,962.00 PER FOUR (4)
WEEK ACCOUNTING PERIOD AND $466 FOR EACH RESTAURANT OPERATED BY TENT,
PLUS PAYMENT FOR OUT-OF-POCKET EXPENSES, WHICH FEE IS PAYABLE ON A
PERIOD-BY-PERIOD BASIS.
PAYMENT IS DUE BY THE 15TH DAY FOLLOWING THE END OF THE PERIOD.
THE PARTIES AGREE THAT IF THIS AGREEMENT IS RENEWED, TO REVIEW THE
ACTUAL EXPERIENCE AND COSTS OF CEI AND TO UTILIZE GOOD FAITH IN
CONSIDERING AN ADJUSTMENT TO THE COMPENSATION FORMULA TO BE USED FOR
THE RENEWAL PERIOD. IN ANY EVENT, THE RESTRUCTURED COMPENSATION
FORMULA IS SUBJECT TO THE APPROVAL OF THE OUTSIDE BOARD MEMBERS OF
TENT.
3. OTHER THAN AS HEREIN MODIFIED, THE SERVICES AGREEMENT IS RATIFIED AND
CONFIRMED.
IN WITNESS WHEREOF, THE PARTIES HAVE DULY EXECUTED THIS AGREEMENT AS OF THE
DATE FIRST ABOVE WRITTEN.
TOTAL ENTERTAINMENT
RESTAURANT CORP.
BY /S/ XXXX X. XXXX
------------------------
XXXX X. XXXX
PRESIDENT
ATTEST:
BY /S/ XXXXX X. XXXXXX
-------------------
XXXXX X. XXXXXX
SECRETARY
XXXXXXX ENTERPRISES, INC.
BY /S/ XXXX XXXX
------------------------
XXXX XXXX
SR. VICE PRESIDENT OF FINANCE
ATTEST:
BY /S/ XXXXX XXXXXXX
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XXXXX XXXXXXX
ASSISTANT SECRETARY
