Exhibit 10.58
Amendment to Nonqualified Stock Option Award Agreement
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This Amendment is made as of March 7, 2002, to the Nonqualified Stock
Option Award Agreement dated May 22, 2001 (the "Award Agreement") by and between
Interliant, Inc., a Delaware Corporation (the "Company") and The Xxxx Group,
Inc. (the "Optionee"). Where the terms of this Amendment conflict with the terms
of the Award Agreement, the terms of this Amendment shall control.
For good and valuable consideration, including but not limited to the
mutual promises set forth herein, the receipt and sufficiency of which is hereby
acknowledged, the parties agree to the following changes to the Award Agreement:
The first sentence of Section 3 (a), beginning with the words "Subject
to Section 3(c) hereof" and ending with the words "through and including May 22,
2005." is hereby be deleted in its entirety and replaced with the following:
"Subject to Section 3(c) hereof, one forty-eighth (1/48) of the Option
Shares shall become vested and exercisable based on the passage of
time, on each monthly anniversary date of the Date of Grant beginning
June 22, 2001 and continuing through and including, February 22, 2002.
Thereafter, the balance of the 2,000,000 Option Shares not yet vested
(i.e., 1,625,000 Option Shares) shall become vested and exercisable in
ten (10) equal monthly installments based on the passage of time, on
the last day of each month commencing March 31, 2002 and continuing
through and including December 31, 2002."
Except as modified herein, the Award Agreement as originally drafted,
shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by
their authorized representatives.
INTERLIANT, INC. THE XXXX GROUP, INC.
By: /s/ Xxxxxxx X. Xxxxxx By: /s/ Xxxx Xxxxxxx
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Xxxxxxx X. Xxxxxx Xxxx Xxxxxxx
Chief Financial Officer Chief Operating Officer
