AMENDMENT TO STOCK OPTION AGREEMENTS
Exhibit 10.12
AMENDMENT TO
STOCK OPTION AGREEMENTS
STOCK OPTION AGREEMENTS
THIS AGREEMENT by Xxxxxxxxxxx International Ltd. (the “Company”),
W I T N E S S E T H:
WHEREAS, on September 8, 1998, July 5, 2000, and September 26, 2001, the Company entered into
stock option agreements (collectively, the “Agreements”) with certain directors;
WHEREAS, the Company reserved the right to amend the Agreements; and
WHEREAS, the Company has determined to amend the Agreements to bring the Agreements into
documentary compliance with section 409A of the Internal Revenue Code of 1986, as amended;
NOW, THEREFORE, the Company agrees that, effective January 1, 2009, the Agreements are hereby
amended by adding the following new Section:
Compliance With Section 409A. The exercisability of the Option shall not be
extended to the extent that such extension would subject the holder to additional
taxes under section 409A of the Internal Revenue Code of 1986, as amended.
IN WITNESS WHEREOF, the Company has caused this Amendment to be executed on the 31st day of
December, 2008.
XXXXXXXXXXX INTERNATIONAL LTD. | ||||||
By: | /s/ Xxxxxxx X. Duroc-Xxxxxx | |||||
Name: | ||||||
Title: | Chairman, CEO and President |