AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Exhibit 10.17
WHEREAS, Strata Directional Technology LLC (the “Company”) and Xxxxx X. Xxxxx (the
“Executive”) entered into that certain Executive Employment Agreement dated as of July 1, 2007,
(the “Agreement”); and
WHEREAS, the Company and the Executive desire to amend the Agreement to comply with Internal
Revenue Code (“Code”) Section 409A and regulations issued thereunder;
NOW, THEREFORE, the Agreement is hereby amended, effective as of the original effective date
of the Agreement, as follows:
1. The second sentence in Section 5(b) of the Agreement is hereby amended and
restated as follows:
“Such bonus shall be paid annually within 30 days following Xxxxx-Xxxxxxxx’
release of its audited financial statements for each year during the term hereof,
but in no event earlier than January 1 of, and no later than December 31 of, the
calendar year following the calendar year with respect to which such bonus is
earned.”
2. A new Section 7(c) is hereby added to the Agreement as follows:
“(c) Section 409A Limits on Payments to Specified Employees. Notwithstanding
any other provision of the Agreement to the contrary, if Executive is a “specified
employee,” as defined in Section 409A of the Code, except to the extent permitted
under Section 409A of the Code, no benefit or payment that is subject to Section
409A of the Code (after taking into account all applicable exceptions to Section
409A of the Code, including but not limited to the exceptions for short-term
deferrals and for “separation pay only upon an involuntary separation from service”)
shall be made under this Agreement on account of Executive’s “separation from
service,” as defined in Section 409A of the Code, until the later of the date
prescribed for payment in this Agreement and the 1st day of the 7th calendar month
that begins after the date of Executive’s separation from service (or, if earlier,
the date of death of Executive). Any such benefit or payment payable pursuant to
this Agreement within the period described in the immediately preceding sentence
will accrue and will be payable in a lump sum cash payment, without interest, on the
payment date set forth in the immediately preceding sentence.”
3. Except as modified herein, the Agreement is specifically ratified and affirmed.
1
IN WITNESS WHEREOF, the Company and the Executive have executed this Amendment to the
Agreement as of this 31st day of December, 2008, to be effective as herein provided.
| STRATA DIRECTIONAL TECHONOLOGY LLC: | ||||||
| By: | /s/ Xxxxxxxx X. Pound III
|
|||||
| Printed Name: Xxxxxxxx X. Pound III | ||||||
| Title: Vice President and Secretary | ||||||
| EXECUTIVE: | ||||||
| By: | /s/ Xxxxx X. Xxxxx | |||||
| Xxxxx X. Xxxxx | ||||||
2
