EXHIBIT 10.2
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
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AMENDMENT NO. 1 dated as of March 13, 2002 between MEDJET INC. (the
"COMPANY"), a Delaware corporation having an office at 0000 Xxxx Xxxxxxx Xxxx
Xxxx, Xxxxx 000, Xxxxxx, Xxx Xxxxxx 00000 and XXXXXX X. XXXXXX ("EXECUTIVE"),
residing at 0000 Xxxxx Xxxxxx, Xxxxxxxxxxxx, Xxx Xxxxxx 00000 to the EMPLOYMENT
AGREEMENT dated as of April 9, 1999 between the Company and Executive (the
"EMPLOYMENT AGREEMENT").
WITNESSETH
WHEREAS, Executive has served as Chairman, Chief Executive Officer, and
Chief Technical Officer of the Company since its inception;
WHEREAS, the Company desires to continue to receive the benefit of
Executive's services and Executive is willing to continue to provide such
services to the Company, upon the terms and conditions set forth in this
Agreement;
WHEREAS, the Company is a party to the Agreement and Plan of Merger and
Reorganization (the "MERGER AGREEMENT"), dated as of August 17, 2001, with VISX,
Incorporated ("VISX") and Orion Acquisition Corp.; capitalized terms not
otherwise defined herein shall have the meanings given to such terms in the
Merger Agreement.
NOW, THEREFORE, in consideration of the mutual covenants hereinafter
set forth, the parties agree as follows:
1. In order to induce Executive to enter into this Agreement,
Executive will be paid an inducement bonus of $60,000, payable no later than ten
days after the Merger is either completed or terminated. Such inducement bonus
shall be paid by VISX in accordance with its letter to Executive dated March 12,
2002.
2. Section 1.01 of the Employment Agreement is hereby amended in
its entirety to read as follows:
"1.01 Term. The Company hereby employs Executive, and
Executive hereby accepts employment with the Company with
the duties hereinafter set forth, for a period commencing on
March 16, 1999 and ending March 15, 2003 subject, however, to
earlier termination in accordance with the provisions of this
Agreement (the "EMPLOYMENT PERIOD")."
3. Amendment No. 1 to the Employment Agreement dated as of
February 15, 2002 between the Company and Executive is hereby deemed null and
void and without any effect. Except as hereby amended, the Employment Agreement
is hereby ratified and confirmed and shall remain in full force and effect.
4. Governing Law. This Amendment shall be governed by and
construed and enforced with the laws and decisions of the State of New Jersey
applicable to contracts made and to be performed therein without giving effect
to the principles of conflicts of laws.
MEDJET INC.
By: /s/ Xxxxxx Xxxxx
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Xxxxxx Xxxxx
Vice President Finance &
Human Resources
EXECUTIVE
By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx
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