EXHIBIT 10.3.1
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
This Amendment is made and entered into as this 17th day of August, 1999 by
and between Just For Feet, Inc. (this "Company") and Xxxx X. Xxxx (the
"Executive").
W I T N E S S E T H:
Whereas, Company and Executive entered into that certain Employment
Agreement dated the 1st day of May, 1997 (the "Employment Agreement"); and
WHEREAS, Company and Executive wish to amend the Employment Agreement as
more fully set out herein;
NOW, THEREFORE, for and in consideration of the premises and the mutual
promises and covenants contained herein and for other good and valuable
consideration, the receipt, adequacy and sufficiency of which is hereby
acknowledged, the parties hereto agree as follows:
1. The first sentence of Section 2 of the Employment Agreement is hereby
amended by deleting it in its entirety and substituting the following in lieu
thereof:
"Executive shall assume the responsibilities and perform the duties of
Executive Vice President and Chief Administrative Officer of the Company
and as Chief Administrative Officer shall report to the Chief Executive
Officer and be responsible for the following functions: (i) Legal and Human
Resources; (ii) Corporate Communication/Investor Relations including
liaison with outside investor relation consultants; (iii) acting general
manager of Consumer Direct business unit including Internet, special orders
and team sales; (iv) new business development; and (v) acquisitions and
divestitures."
2. Section 3.3(b) shall be amended by deleting it in its entirety and
substituting the following in lieu thereof:
"(b) On the date that Executive's employment hereunder is terminated,
if Executive's employment is terminated other than "for cause" (as defined
in Section 4.2 below), Company shall pay Executive a bonus equal to
$8,333.33 times the number of months beginning May 1, 1997 and ending on
the last day of the month previous to the date of Executive's termination."
3. Section 3.3 is amended by adding a new paragraph (c) as follows:
"(c) On October 31, 1999, if Executive is employed hereunder or if
Executive is not employed hereunder, if Executive's employment hereunder
has been terminated other than "for cause" (as defined in Section 4.2
below) or voluntarily by
Executive, Company shall pay Executive a bonus of $50,000 if from the date
hereof through October 31, 1999 Executive has performed or fulfilled the
following tasks:
(i) Engaged, trained and was responsible for the corporate communications
and investor Relations functions including consultant and internal staff and
coordinated press releases and conference calls; (ii) assisted in recruiting and
training new Chief Financial Officer and assisted existing finance staff in
performing their functions; (iii) managed Consumer Direct Division (Internet,
special orders and team sales) and assisted in defining roles, recruiting and
developing strategic plans and budgets; (iv) assisted Chief Operating Officer
and Division Presidents in managing budgets and financial affairs of their
divisions and operations; and (iv) continued to act as key contact with
independent outside auditors and assisted in preparation of quarterly financial
statements and press releases.
4. Indemnification. The Company reaffirms its obligation to indemnify
Executive in accordance with the Company's Bylaws.
5. Except as specifically amended hereby, all of the terms and conditions
of the Employment Agreement shall remain in full force and effect.
In witness whereof, the undersigned have set their hands and seals all as
of the date here first above written:
Just For Feet, Inc.
/s/ Xxxxx Xxxxxx
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Xxxxx Xxxxxx
President and Chief Executive Officer
Executive:
/s/ Xxxx X. Xxxx (SEAL)
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Xxxx X. Xxxx
