EXHIBIT 10.4
AMENDMENT TO EMPLOYMENT AGREEMENT
THIS AMENDMENT is made as of March 31, 2004 by and between
XXXXXXXX'X, INC., a Tennessee corporation (the "Company") and XXXXX XXXXXX (the
"Executive").
WHEREAS, the Company and Executive are parties to an Employment
Agreement dated as of February 6, 2003 (the "Employment Agreement"); and
WHEREAS, Section 13 of the Employment Agreement provides that the
Company and Executive may amend the Employment Agreement by mutual agreement in
writing; and
WHEREAS, the Company and Executive wish to make certain changes to
the Employment Agreement.
NOW, THEREFORE, in consideration of these premises and the mutual
promises contained herein, and intending to be legally bound hereby, effective
January 1, 2003, the Employment Agreement is hereby amended as follows:
The first paragraph of Section 3 is deleted in its entirety and
replaced with the following:
Compensation. As base compensation for the services rendered hereunder to
the Company, Executive shall be paid an annual base salary of $240,000.00,
paid twice monthly, in arrears. The base salary amount will be reviewed
annually by the Chief Executive Officer and the Board of Directors.
Executive's base salary shall not be reduced below the amount set forth in
this Employment Agreement, unless such reduction is generally applicable
to the senior management group of the Company.
In addition, with respect to each fiscal year of the Company ending during
the term of this Agreement, Executive will be eligible to receive an
annual bonus (the "Annual Bonus"). The amount of such Annual Bonus, if
any, payable with respect to a particular year will be determined by the
Compensation Committee of the Board of Directors (the "Compensation
Committee"), in its sole discretion. The Compensation Committee may
establish specific corporate or individual performance goals, the
achievement of which may trigger the payment of a specific bonus amount,
may award an Annual Bonus based simply on its assessment of Executive's
and/or the Company's performance during the applicable year, or may award
an Annual Bonus based on a combination of subjective and objective
factors. If deemed necessary or desirable by the Compensation Committee,
the payment of any Annual Bonus based upon the achievement of performance
criteria may be conditioned on the approval of the Company's shareholders
in accordance with Section 162(m) of the Internal Revenue Code (the
"Code") and related regulations. In any case, any Annual Bonus awarded by
the Compensation Committee will be paid as soon as practicable following
the end of the applicable year.
The Employment Agreement, as amended by the foregoing change, is
ratified and confirmed in all respects.
IN WITNESS WHEREOF, the Company has caused this Amendment to be
executed by its duly authorized officer and Executive has executed this
Amendment, in each case as of the date first written above.
XXXXXXXX'X, INC.
/s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx
President and Chief Executive
Officer
/s/ Xxxxx XxXxxx
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Xxxxx XxXxxx
