1
EXHIBIT 10.4
AMENDMENT (NO.1)
TO THE EMPLOYMENT AGREEMENT
---------------------------
Amendment (No. 1), dated as of September 15, 1998, to the EMPLOYMENT
AGREEMENT, dated as of February 27, 1998 (the "Agreement"), by and among
Integrated Technology Holdings Corp., a Delaware corporation (the "Company"),
and Xxxxxx Xxxxxxx, an individual residing at 00 Xxxxxxxx Xxxxx, Xxxxxxx, Xxx
Xxxxxx 00000 (the "Employee").
WHEREAS, the Company and the Employee have determined that it is in the
best interest of the parties, and in furtherance of their purposes, to amend the
Agreement.
NOW, THEREFORE, in consideration of the mutual promises and agreements
hereinafter contained, the parties hereto agree as follows:
1. Section 5(c)(iv) of the Agreement is deleted in its entirety.
2. The Agreement is amended by deleting the second paragraph of Section
7 in its entirety and replacing it with the following paragraph:
"Notwithstanding anything in this Agreement to the contrary, (a) in the
event that it is determined as set forth in Section 2.03 of the
Purchase Agreement, or otherwise agreed to by Xxxxxxxxx that Xxxxxxxxx
is required to pay to the Company the Additional Payments (as defined
in Schedule 2.03(a) to the Purchase Agreement), and Xxxxxxxxx is in
default of such payments, or (b) if Employee leaves the employ of the
Company for good reason (as defined in Section 5(d) of this Agreement),
the non-competition provisions set forth herein shall terminate."
1. Except as amended herein, the Agreement shall remain in full force
and effect.
3. This Amendment may be executed in two or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
4. This Amendment shall be governed by and construed in accordance with
the laws of the State of Florida.
2
IN WITNESS WHEREOF, the undersigned have duly executed this Amendment
as of the date set forth above.
INTEGRATED TECHNOLOGY HOLDINGS
CORP.
By: /s/ Zivi X. Xxxxxx
----------------------------
Zivi X. Xxxxxx
President
/s/ Xxxxxx Xxxxxxx
-------------------------------
XXXXXX XXXXXXX
-2-
