EXHIBIT 10.31
SECOND ADDENDUM TO EMPLOYMENT AGREEMENT
OF XXXX X. XXXXXXXX
This agreement ("Addendum #2") amends the Letter Employment Agreement (the
"Letter Agreement") dated June 21, 1996 as amended (by the Addendum executed 21
June 1996, "Addendum #1") between Universal Trading Technologies Corporation
(UTTC(TM)), Ashton Technology Group Inc. (Ashton), and Xxxx X. Xxxxxxxx
(Employee). The parties agree as follows:
1. The term of employment shall be extended an additional three (3) years and
this new term of employment shall apply to all pertinent provisions (e.g.,
relating to term and termination) of the Letter Agreement, as amended by
Addendum #1. Hence, Section 4.0 shall read: "The term of your employment is
six (6) years beginning on July 8, 1996 and ending on July 7, 2002, unless
terminated earlier, as provided in paragraph 11.0 below (the "Term").
2. Section 6.3 (relating to bonuses) shall be deleted; however, a final semi-
annual minimum bonus of $40,000 is due and owing to Employee on July 5,
1999. Section 6.1 shall read: "Your base salary during the Term is
guaranteed to be no less than $265,000 per year effective 1 July 1999.
Payment of salary shall be twice per month."
3. Add as 9.3 the following: "Ashton shall make a good faith effort to file an
S-8 registration statement during August 1999 which will include shares of
common stock underlying 150,000 of the 538,750 option shares granted to
Xxxx Xxxxxxxx on July 15, 1998. Ashton shall also seek means to permit
cashless exercise of the options by a qualified brokerage. You will also
receive, by 15 July 1999, a five year stock option (fully vested) for
100,000 shares of registered and unrestricted Ashton common stock priced at
the public price on the close of June 24, 1999. These actions are solely in
consideration for this contract extension (Addendum #2) and for superior
performance under your Letter Agreement, as amended by Addendum #1."
4. All provisions of the Letter Agreement, as amended by Addendum #1, which
are not expressly amended or modified by this Addendum or which are not
effected by Section 1.0 of this Addendum, shall remain unchanged.
Executed this 24th day of June, 1999.
By: /s/ Xxxx X. Xxxxxxxx
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Xxxx X. Xxxxxxxx, Employee
Universal Trading Technologies Corporation
By: /s/ Xxxxxxx X. Xxxxxxxxxxx
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Xxxxxxx X. Xxxxxxxxxxx, CEO
Ashton Technology Group
By: /s/ Xxxxxxx X. Xxxxxxxxxxx
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Xxxxxxx X. Xxxxxxxxxxx, CEO
By: /s/ Xxxxxx X. Xxxxx
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Xxxxxx X. Xxxxx, President
By: /s/ K. Xxxx X. Xxxxxxx
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Ashton Compensation Committee Representative
