AMENDMENT TO EMPLOYMENT AGREEMENT
This Amendment to Employment Agreement is made this 6th day of February,
2004, between English Language Learning and Instruction System, Inc ("the
Company") and Xxxx Xxxxxxx ("Employee"). This Amendment identifies and amends
certain Sections of the August 29, 2003 Employment Agreement between the
Company and Employee. Any sections from the August 29, 2003 Employment
Agreement that are not specifically identified and amended herein remain in
full force and effect.
2. Employee's Duties. Employee is engaged to work full-time as the
Company's President and Chief Operations Officer. Employee will generally
implement strategies and discharge tasks that the Company's CEO and Board of
Directors assign him. Employee will act as the Company's COO and second
senior officer and generally monitor the Company's daily operations. Employee
will appear at industry trade shows and otherwise represent the Company at
public events as the Company's CEO and Board of Directors may direct him from
time to time. Employee will interface with the Company's domestic
distributors and continue his efforts to sell the Company's products as
outlined in the August 29, 2003 Employment Agreement.
3. Compensation.
a) An annual salary of $105,000, which shall be paid according to
the Company's policies for paying salaried employees that are in place during
the term of this Agreement.
b) "Net revenues that XXXXX receives" shall be defined and
calculated as 1) government initiatives allocated specifically to the sale of
XXXXX products; 2) less costs and expenses associated with and incurred in
procuring and servicing the sale, including, but not limited to, hardware
costs, teachers' salaries and administrative fees.
e) Options to purchase up to 12,500 shares of the Company's common
stock for every quarter during which Employee is employed by the Company.
These options will vest at the conclusion of every quarter during which
Employee is employed by the Company. All vested options will expire 60 days
after Employee's employment with the Company terminates. The strike price for
these options will be whichever is lower of either 1) the average bid price
for one share of the Company's common stock on the primary exchange on which
it is traded for the last 10 days of the particular quarter during which the
options vest; or 2) the price at which the Company offers to sell shares of
its common stock to any person or entity.
g) This Section is stricken in its entirety and will not apply from
the date of this Amendment forward.
ENGLISH LANGAUGE LEARNING EMPLOYEE
AND INSTRUCTION SYSTEM, INC.
/s/ Xxxxx Xxxx /s/ Xxxx Xxxxxxx
_____________________________ ______________________________
Xxxxx Xxxx Xxxx Xxxxxxx
Chairman of Board of Directors Employee
2/8/04 2/8/04
_____________________________ ______________________________
Date Date
