{"id":39121,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-enron-corp-and-kenneth-l-lay14.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-enron-corp-and-kenneth-l-lay14","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-enron-corp-and-kenneth-l-lay14.html","title":{"rendered":"Employment Agreement &#8211; Enron Corp. and Kenneth L. Lay"},"content":{"rendered":"<pre>            FIRST AMENDMENT TO EMPLOYMENT AGREEMENT\n         \n     This Agreement, made and entered into on this 21st day\nof August, 1990, and made effective as of September 1, 1989,\nby and between Enron Corp. ('Enron'), a Delaware corporation\nhaving its headquarters at 1400 Smith Street, Houston, Texas\n77002, and Kenneth L. Lay ('Employee'), an individual\nresiding in Houston, Texas, is an amendment to that certain\nEmployment Agreement between the parties effective September\n1, 1989 (the 'Employment Agreement').\n\n     WHEREAS, the Employment Agreement incorporates the\nterms and provisions of a Stock Finance Agreement attached\nto the Employment Agreement a Exhibit C, as though recited\ntherein in their entirety; and\n\n     WHEREAS, the parties desire to amend and clarify\ncertain provisions of the Stock Finance Agreement;\n\n     NOW, THEREFORE, in consideration thereof and of the\nmutual covenants contained herein, the parties agree as\nfollows:\n\n1.  Section 5.02 of the Stock Finance Agreement is deleted\nin its entirety and the following is substituted in its\nplace:\n\n     'SECTION 5.02.  Other Consideration.  (a) Based On\n     Average   Purchase Price.  When shares of Enron Corp.\n     common stock are purchased with an Advance pursuant to\n     the provisions of this Agreement, then in the event\n     that the average purchase price paid for such shares is\n     greater than Fifty Dollars per share:\n\n     (i) if before the Termination Date Borrower sells any\n     of such shares, then within fifteen days following\n     notification thereof by Employee to Company, Company\n     shall pay Employee a cash payment in the amount equal\n     to A where A = ((S1 x MV) + (S1 x D)) - ((S2 x MV) +\n     (S2 x D)), where MV is the sales price, S1 is the\n     number of shares sold divided by the  total number of\n     shares purchased pursuant to Section 2.02 of this\n     Agreement multiplied by 100,000, S2 is the number of\n     shares sold, and D is the aggregate amount of dividends\n     paid on a share of such stock during the period from\n     September 1, 1989 until the date of such sale by\n     Borrower; and\n\n     (ii)  if upon the Termination Date Borrower has not\n     sold all of such shares, then within thirty days\n     thereof Employee shall give notification of the number\n     of unsold shares to Company and within fifteen days\n     following its receipt of such notification, Company\n     shall pay Employee a cash payment in the amount equal\n     to A where A = ((S1 x MV) + (S1 x D)) - ((S2 x MV) +\n     (S2 x D)), where MV is the closing price of such stock\n     on the Termination Date, S1 is the number of shares not\n     sold as of the Termination Date divided by the total\n     number of shares purchased pursuant to Section 2.02 of\n     this Agreement multiplied by 100,000, S2 is the number\n     of such shares not sold, and D is the aggregate amount\n     of dividends paid on a share of such stock during the\n     period from September 1, 1989 until the Termination\n     Date.\n\n     If such payment, in either event, is not paid within\n     said fifteen days, Employee shall be entitled to\n     interest thereon until the payment is paid, at an\n     annualized rate of interest of nine and one half\n     percent (9.5%).\n\n          (b) Example.  For example, if before the\n     Termination Date, Borrower sells 25,874 shares of stock\n     at $55.00 per share, and the aggregate dividends paid\n     on a share of stock since September 1, 1989 were $1.24,\n     then Company would pay Borrower $117,305.46.  If on the\n     Termination Date there remained 33,333 shares not sold,\n     the closing price per share was $65 per share, and the\n     aggregate dividends paid on a share of stock since\n     September 1, 1989 were $3.72, then Company would pay\n     Borrower $184,657.47.'\n\n2.  This Agreement is an amendment to the Employment\nAgreement, and the parties agree that all other terms,\nconditions and stipulations contained in the Employment\nAgreement shall remain in full force and effect and without\nany change or modification, except as provided herein.\n\n     IN WITNESS WHEREOF, the parties have duly executed this\nAgreement as of the date first above written. \n\nENRON CORP.\n\n\n\nBy:  CHARLES A. LeMAISTRE      \nTitle: Chairman, Compensation Committee\n       of the Board of Directors\n\n\nKENNETH L. LAY\n\n\nKENNETH L. LAY                     \nEmployee\n\n\n\n\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7454],"corporate_contracts_industries":[9535],"corporate_contracts_types":[9539,9544],"class_list":["post-39121","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-enron-corp","corporate_contracts_industries-utilities__gas","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/39121","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=39121"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39121"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39121"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39121"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}