Exhibit 10.27
AMENDMENT NO . 1 TO
EMPLOYMENT AGREEMENT
BETWEEN xXXxX*s CORP. (F/K/A iTURF INC.)
AND
XXXXXX XXXXXXXXX
DATED AS OF APRIL 5, 1999
xXXxX*s Corp. (the "Company"), a Delaware corporation, and Xxxxxx
Xxxxxxxxx (the "Executive") agree as follows:
1. The Employment Agreement between the Company and the Executive dated as
of April 5, 1999 (the "Agreement") is hereby amended as follows.
a. Section 1 (Employment and Duties) is hereby amended by changing
the phrase "Chief Financial Officer" to "Chief Financial Officer and
President-iTurf Media."
b. Section 2(a) (Compensation) is hereby amended by changing the
amount "$125,000" to "$240,000."
c. Section 2(b) is hereby amended and restated in its entirety as
follows:
The Company shall include in the Executive in any executive
bonus plans on terms no less favorable than other senior
executives, it being understood that under no circumstances
shall the Executive's bonuses in respect of fiscal 2000 and
fiscal 2001 be less than $50,000. In addition, in the sole and
absolute discretion of the board of directors, from time to
time increase the Executive's base salary and award the
Executive such additional bonuses as it considers appropriate.
d. Section 2 (Compensation) is hereby amended by inserting a new
Subsection 2(c) which states:
The Company shall pay to the Executive a one-time bonus of
$25,000 promptly following execution of this Agreement.
e. Section 3 (Term) is hereby amended by changing the date "April 1,
2003" to "January 31, 2004."
f. Section 5 (Expenses; Fringe Benefits) is hereby amended by by
inserting a new subsection (d) which states: "Upon submission of reasonable
documentation, the Company shall reimburse the Executive for the cost of leasing
an automobile of the same quality as the one he currently uses."
g. Section 4(b) (Separation Payments) is hereby amended and restated
in its entirety as follows:
If the Employment Period is terminated by the Company without
Cause or by the Executive for Good Reason in accordance with
Section 3(c), the Company (i) shall continue to pay the
Executive the Base Salary (determined pursuant to Section 2)
in effect at the time of termination for the lesser of (x) one
year from
the date of termination and (y) the remainder of the
Employment Period had it not been so terminated, (ii) shall
pay to Executive within ten days thereof all sums accrued and
unpaid to the date of termination, (iii) the restrictions on
all shares of restricted stock granted to the Executive under
the Company's equity compensation plans shall immediately
lapse and (iv) all unvested stock options which would have
vested in the then-current fiscal year shall become
immediately exercisable. The provisions of this Section 4(b)
shall constitute Executive's sole and exclusive remedy in
connection with termination of the Employment Period by the
Company without Cause or by the Executive for Good Reason in
accordance with Section 3(c).
h. The addresses for notices set forth in Section 9(b) are hereby
amended as follows:
If to the Executive:
Xxxxxx Xxxxxxxxx
00 Xxxxxxxxxxx Xxxx
Xxxxxxxxx, XX 00000
If to the Company:
xXXxX*s Corp.
000 Xxxxxx Xxxxxx
Xxx Xxxx, XX 00000
Attention: Legal Department
2. Except as expressly provided herein, the Agreement shall continue in
force and effect.
[SIGNATURE PAGE FOLLOWS]
[SIGNATURE PAGE TO AMENDMENT TO EMPLOYMENT AGREEMENT]
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed as of the date first written above.
XXXXX*S CORP.
By: /s/ Xxxxxxx X. Xxxxxxx
-----------------------------
Its Authorized Signatory
XXXXXX XXXXXXXXX
/s/ Xxxxxx Xxxxxxxxx
--------------------------------
