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EXHIBIT 10.39
CAMINUS LLC
AMENDMENT NO. 1
TO EMPLOYMENT AGREEMENT
This Amendment No. 1 to Employment Agreement is made as of January 14,
2000, by and between Dr. Xxxxx Xxxxx (the "Employee") and Caminus Limited, a
company incorporated in the United Kingdom whose registered office is Xxxxxxx
Xxxxx, Xxxxxx Xxxx, Xxxxxxxxx XX0 XXX, Xxxxxx Xxxxxxx. (the "Company"), and
amends the Service Agreement by and between the Employee and the Company., dated
as of May 12, 1998 (the "Agreement").
In conjunction with an Initial Public Offering ("IPO") of Caminus Corporation
("Caminus") the following are agreed to:
1. Commencing January 31, 2000 the Employee's Base Salary (as defined in
the Agreement) shall be Pound Sterling 163,500 per annum, payable in
accordance with the terms of the Agreement.
2. Commencing January 31, 2000 the second sentence in Section 3.1 of the
Agreement which reads "The Employee shall be entitled to an annual
bonus payment (which is targeted at Pound Sterling 100,000) in
addition to his salary and other benefits, with the actual bonus
amount to be based upon a review of performance by the Board following
the conclusion of each year" will hereby be deleted.
3. The Employee within ten days after the IPO will receive a one-time
bonus of Pound Sterling 158,723.
4. In the event that the IPO does not close by January 31, 2000 the one
time bonus amount in Section 3 above will be recalculated using the
same assumptions and methodology, adjusting the calculation for the
numbers of days between January 31, 2000 and the IPO date.
Additionally, the Employee's new Base salary will commence on the IPO
date.
5. Except as set forth above, the Agreement shall remain in full force
and effect.
EXECUTED as of the date set forth above.
CAMINUS LLC
/s/ Xxxx X. Xxxxxx
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By: Xxxx X. Xxxxxx
Its: CFO
EMPLOYEE
/s/ Xxxxx Xxxxx
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Dr. Xxxxx Xxxxx