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Exhibit 10.27.1
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Amendment No. 1 dated as of February 1, 2000 (the "Amendment") to the
Employment Agreement and any exhibits thereto (the "Agreement") by and between
Universal Access, Inc., a Delaware corporation (the "Company") and Xxxxx Xxxxxx
(the "Employee"). Any capitalized terms not defined herein shall have the
meanings assigned to those terms in the Agreement.
RECITALS
A. Company and Employee entered into the Agreement on September 9,
1999.
B. Company and Employee desire to amend the Agreement to reflect
certain changes agreed to by the Company and the Employee.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
hereinafter set forth, and for other good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, it is hereby agreed as
follows:
1. Section 6.3 of the Agreement is hereby deleted in its entirety and
replaced by the following:
6.3 Entire Agreement; Amendments, Etc. This Agreement and
the Indemnification Agreement dated as of January 7, 2000 between
the Company and Employee (as the Indemnification Agreement may be
amended, restated or otherwise modified) contain the entire
agreement and understanding of the parties hereto, and supersede all
prior agreements and understandings relating to the subject matter
hereof and thereof. Except as provided in Section 4.4(b), no
modification, amendment, waiver or alteration of this Agreement or
any provision or term hereof shall in any event be effective unless
the same shall be in writing, executed by both parties hereto, and
any waiver so given shall be effective only in the specific instance
and for the specific purpose for which given.
2. Miscellaneous. Upon the execution and delivery of this Amendment,
the Agreement shall be amended and supplemented as set forth herein, as fully
and with the same effect as if the amendments and supplements made hereby were
set forth in the Agreement as of the date hereof. This Amendment and the
Agreement shall henceforth be read, taken and construed as one and the same
instrument, but this Amendment shall not operate so as to render invalid or
improper any action previously taken under this Agreement.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed as of February 1, 2000.
COMPANY: UNIVERSAL ACCESS, INC.,
a Delaware corporation
By: /s/ XXXXXXX X. XXXXX
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Name: Xxxxxxx X. Xxxxx
Title: President and CEO
EMPLOYEE: By: /s/ XXXXX XXXXXX
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Xxxxx Xxxxxx
