Exhibit 10.9
AMENDMENT NO. 2 TO AMENDED AND
RESTATED EMPLOYMENT AGREEMENT
THIS AGREEMENT is made as of the 9th day of December, 2002 (the
"Amendment") by and between BUCA, Inc., a Minnesota corporation (the "Company"),
and Xxxxxx X. Xxxxxxxxxx (the "Employee").
WHEREAS, the Company and Employee entered into an Amended and Restated
Employment Agreement dated as of February 17, 1999 (as amended to the date
hereof, the "Employment Agreement"); and
WHEREAS, the Company and Employee desire to make certain modifications
to the Employment Agreement.
NOW THEREFORE, in consideration of the premises and the terms and
conditions hereinafter set forth, the parties hereto agree as follows:
1. Section 3 of the Employment Agreement is hereby amended by
replacing the date "December 31, 2003" in the first sentence with the date
"December 31, 2004."
2. Section 9(g) of the Employment Agreement is hereby amended by
replacing the term "Change of Control" in the fourth paragraph of such Section
with the term "Change in Control."
3. Section 10 of the Employment Agreement is hereby amended by
replacing (i) the phase "eighteen (18) month's base salary" in the third
paragraph of such Section with the phase "two (2) year's base salary" and (ii)
the phase "eighteen (18) equal installments" in the third paragraph of such
Section with the term "twenty-four (24) equal installments."
4. Except as is explicitly inconsistent, modified, supplemented or
amended by the express terms hereof, the Employment Agreement shall remain in
full force and effect.
5. This Amendment No. 2 to the Employment Agreement shall be
governed by, and construed in accordance with, the internal laws of the State of
Minnesota.
6. This Amendment may be executed in counterparts, each of which
shall be deemed an original, but each of which together shall constitute one and
the same instrument.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the
day and year first above written.
BUCA, INC.
By: /s/ Xxxx X. Xxxxx
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Its: Executive Vice President,
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Chief Financial Officer, Secretary
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and Treasurer
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/s/ Xxxxxx X. Xxxxxxxxxx
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Xxxxxx X. Xxxxxxxxxx
