EXHIBIT 10.30
AMENDMENT TO AGREEMENT
THIS AMENDMENT TO THE AGREEMENT, dated and effective as of July 1, 2003 (this
"Amendment"), is by and between Xxxxxx Interactive Inc. ("Xxxxxx"), a Delaware
corporation with offices at 00 Xxxxxxxxx Xxxxx, Xxxxxxxxx, Xxx Xxxx 00000, and
Xxxxxx X. Black ("Black"), an individual with an address of 0000 X. Xxxx Xxxx,
Xxxxxxxxxxx, Xxx Xxxx 00000.
WHEREAS, Xxxxxx and Black are parties to an Agreement, dated as of December 16,
2002 (the "Agreement"); and
WHEREAS, Xxxxxx and Black desire to amend the Agreement as set forth in this
Amendment.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which is hereby mutually acknowledged, the parties hereto agree as follows:
1. The Agreement is amended as follows:
(a) The definition of the term "Base Salary" is hereby deleted in its
entirety and replaced with the following:
"Base Salary" means $375,000 per annum effective July 1, 2003, or such
higher base salary as may hereafter be approved by the Board of
Directors."
(b) The definition of the term "Termination Date" is hereby amended by
replacing "December 31, 2003" in clause (a)(i) with "December 31,
2004."
(c) Section 3(c) of the Agreement is hereby deleted in its entirety and
replaced with the following:
"Until the Termination Date, Black agrees to devote the time and effort
reasonably necessary to perform his duties. The parties acknowledge that Black
will be expected to undertake a significant amount of travel in furtherance of
the duties described in Section 3(a)."
(d) Section 5(a)(ii) of the Agreement is hereby deleted in its entirety
and replaced with the following:
"Bonus under the existing bonus programs applicable to Black for the fiscal
year ended June 30, 2003, and Bonus under bonus programs approved by the
Compensation Committee of Xxxxxx'x Board of Directors applicable to executive
employees for fiscal years thereafter (it being acknowledged that Black's target
Bonus for fiscal years 2004 and after will be at least $50,000 greater than his
target Bonus for fiscal year 2003), pro rated for the period through and
including the Termination Date,"
(e) Section 5(a)(vii) of the Agreement is hereby deleted in its entirety
and replaced with the following:
"(vii) a car allowance of $1,000 per month through and including the
Termination Date, and"
2. Expenses. Xxxxxx shall reimburse Black for his attorney fees and
disbursements related to the negotiation, preparation and execution of this
Amendment.
3. Governing Law. This Amendment shall be construed under and governed by
the laws of the State of New York, without reference to principles of conflicts
of laws. The parties hereto consent to exclusive venue in the courts of the
State of New York sitting in Monroe County, or in the United States Xxxxxxxx
Xxxxx, Xxxxxxx Xxxxxxxx xx Xxx Xxxx with respect to any dispute regarding the
subject matter hereof. If any legal action is commenced to enforce or interpret
the provisions of this Amendment, or to recover damages for its breach, all
reasonable legal fees, disbursements, and court costs paid or incurred by the
prevailing party arising out of or resulting from such action or proceeding
shall be reimbursed by the other party to the prevailing party in such action or
proceeding.
4. Severability. If one or more of the provisions in this Amendment are
deemed unenforceable by law, then the remaining provisions shall continue in
full force and effect.
5. Counterparts. This Amendment may be executed in two or more counterparts,
each of which shall be deemed to be an original and all of which, when taken
together, shall be deemed to constitute the same Amendment.
[Signature page follows.]
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the date
first above written.
XXXXXX INTERACTIVE INC.
By: Xxxxxx X. Black
-------------------------------------
Title: Chairman and Chief Executive Officer
/s/ Xxxxxx X. Black
-------------------------------------
XXXXXX X. BLACK
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