EXHIBIT 10.70
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT, between Workflow Management,
Inc. (the "Company") and Xxxxx X. Xxxxxx (the "Employee"), is effective as of
May 1, 2001 (the "Amendment").
Background Statement
The Company and the Employee are parties to that certain Employment
Agreement, dated April 30, 2000 (the "Employment Agreement"). The Company and
the Employee desire to amend the Employment Agreement subject to the terms and
conditions set forth herein.
NOW, THEREFORE, it is agreed:
1. Section 2 of the Employment Agreement is deleted in its entirety and
replaced with the following:
2. Position and Duties. The Company hereby employs Employee as President
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of the Workflow Printing Division. As such, Employee shall have
responsibilities, duties and authority reasonably accorded to and expected
of the President of the Workflow Printing Division and assigned to Employee
by the Board of Directors of the Company (the "Board"). As President of
the Workflow Printing Division, Employee will report directly to the
Chairman and Chief Executive Officer of the Company. Employee hereby
accepts this employment upon the terms and conditions herein contained and
agrees to devote substantially all of his professional time, attention, and
efforts to promote and further the business of the Company. Employee shall
faithfully adhere to, execute, and fulfill all policies established by the
Company.
2. Section 3(a) of the Employment Agreement is deleted in its entirety and
replaced with the following:
(a) Base Salary. The base salary payable to Employee shall be $344,500 per
year, payable on a regular basis in accordance with the Company's standard
payroll procedures, but not less often than monthly. On at least an annual
basis, the Board of Compensation Committee will review Employee's
performance and may make any increases to such base salary if, in its sole
discretion, any such increase is warranted.
3. The second sentence of Section 5 (Place of Performance.) is deleted in its
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entirety and replaced with the following:
The Company acknowledges that Employee may, for all or a portion of
the Term, reside away from Employee's principal place of employment, and
thus, all travel between Employee's principal residence and place of
employment shall be reimbursed.
4. Section 6(f) (Change in Title) is deleted in its entirety.
5. The Company's and Employee's addresses under Section 15 (Notice.) are
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deleted in their entirety and replaced with the following:
Workflow Management, Inc.
000 Xxxxx Xxxx Xxx
Xxxx Xxxxx, XX 00000
Fax: (000) 000-0000
Attn: Vice President of Legal Affairs
Xxxxx X. Xxxxxx
000 Xxxxxxxxxx Xxxx., Xxx. 000
Xxxx Xxxx Xxxxx, XX 00000
6. Exhibit A of the Employment Agreement is deleted in its entirety and
replaced with the following:
INCENTIVE BONUS PLAN
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Under the Company's Incentive Bonus Plan, Employee will be eligible to earn
up to 100% of Employee's base salary in bonus compensation, payable out of
a bonus pool determined by the Board of the Company or a compensation
committee thereof, depending upon the achievement of specified criteria and
payable in the form of cash, stock options, or other non-cash awards, in
such proportions, and in such forms, as are determined by the Board of the
Company or a compensation committee thereof. Seventy-five percent (75%) of
Employee's bonus will be based on the Company's performance, measured
against target performance levels established by the Board of the Company
or such compensation committee, and twenty-five percent (25%) of Employee's
bonus will be based on Employee's individual performance. In addition to
the foregoing in order to reward extraordinary performance and exceptional
Company results, the Board of the Company or a compensation committee
thereof may declare and pay bonus compensation to Employee in excess of
100% of Employee's base salary which may be payable in the form of cash,
stock options, or other cash awards, in such proportions, and in such
forms, as are determined by the Board of the Company or a compensation
committee thereof.
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7. All other provisions of the Employment Agreement shall continue in full
force and effect without further modification.
The undersigned have executed this Amendment as of the effective date set
forth above.
Company:
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WORKFLOW MANAGEMENT, INC.
_______________________________________
Xxxxxx X. X'Xxxxxxxx, Xx., Chairman and
Chief Executive Officer
Employee:
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_______________________________________
Xxxxx X. Xxxxxx
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