{"id":39956,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/first-amendment-to-employment-agreement-drkoop-com-inc-and6.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"first-amendment-to-employment-agreement-drkoop-com-inc-and6","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/first-amendment-to-employment-agreement-drkoop-com-inc-and6.html","title":{"rendered":"First Amendment to Employment Agreement &#8211; DrKoop.com Inc. and William H. Carlson"},"content":{"rendered":"<pre>\n                               FIRST AMENDMENT TO\n                              EMPLOYMENT AGREEMENT\n\n               This First Amendment (\"Amendment\") is made and entered into\neffective as of October 1, 2001 (the \"Effective Date\") to the Employment\nAgreement referenced below by and between drkoop.com, Inc., DBA Dr. Koop\nLifeCare Corporation (\"Company\" or \"Employer\"), and William H. Carlson, an\nindividual (\"Employee\") (together the \"Parties\").\n\n                                    RECITALS\n\n               WHEREAS, the Parties had entered into an Employment Agreement on\nOctober 24, 2000 (the \"Original Agreement\"); and\n\n               WHEREAS, the Parties now want to amend the Original Agreement to\nmake such changes as are specifically covered herein and as specifically\nidentified in italics.\n\n                                    AGREEMENT\n\n               NOW, THEREFORE, for good and valuable consideration, and in\nconsideration of the mutual covenants and conditions herein set forth, the\nreceipt and sufficiency of which is hereby acknowledged, the Parties agree as\nfollows:\n\n        Section 3 (a) is hereby deleted and revised to read in its entirety as\nfollows:\n\n        Base Salary. The Company shall pay to Employee during the Term of\nEmployment a base salary at the rate of One Hundred Fifty Thousand Dollars\n($150,000) per calendar year. Such salary shall be payable at least semi-monthly\nin accordance with the Company's normal payroll procedures. (Employee's annual\nsalary, as set forth above or as it may be increased from time to time in the\nBoard's sole discretion, shall be referred to hereinafter as the \"Base\nSalary.\"). The Parties acknowledge that the aforementioned salary represents a\nreduction from said salary set forth in the Original Agreement. Said reduction\nshall be deferred, and consequently accrued by Employee until Employer achieves\ncash flow surplus on a pro-forma operating basis. Upon achieving said status,\nEmployer will revert Employee's salary to the amount set forth in the Original\nAgreement and reimburse Employee the accrual over a three-month period, provided\nthat said reimbursement does not result in a monthly cash flow deficit by\nEmployer. In the event Employer cannot raise additional operating capital\nsufficient to continue its business operations, Employer shall use its best\nefforts to reimburse the aforementioned accrual to Employee. However, the\nParties acknowledge that this representation of \"best efforts\" does not amount\nto a promise or guarantee on the part of Employer. The Parties further\nacknowledge that any and all salary-related consideration referenced in\nEmployee's Original Agreement and otherwise, including but not limited to\nseverance pay and vacation accrual, shall be controlled and governed by the base\nsalary amount referenced in the Original Agreement. . In the event of change of\ncontrol on the part of Employer or termination of Employee without cause or good\nreason, all accrued salary shall become immediately due and payable to Employee.\n\n                                 **************\n\n\n\nExcept as set forth in this Amendment, the Original Agreement shall remain in\nfull force and effect and references in the Original Agreement to \"this\nAgreement\", \"hereunder\", \"herein\", \"hereof\", and words of like effect shall mean\nthe Original Agreement as so amended by this Amendment.\n\nThis Amendment may be executed in one or more counterparts and\/or by facsimile,\neach of which shall be deemed an original and all of which signed counterparts,\ntaken together, shall constitute one instrument.\n\nIN WITNESS WHEREOF, the Parties have executed this Amendment as of the Effective\nDate referenced above.\n\n\nEmployee                                     Dr. Koop LifeCare Corporation\n\n\nBy: \/s\/ WILLIAM H. CARLSON                   By: \/s\/ CHRISTOPHER PETROVIC\n   --------------------------------             --------------------------------\nName: William H. Carlson                        Name:  Christopher Petrovic\n                                                Title: Vice President\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7359],"corporate_contracts_industries":[9438],"corporate_contracts_types":[9539,9544],"class_list":["post-39956","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-drkoopcom-inc","corporate_contracts_industries-health__misc","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\/39956","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=39956"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39956"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39956"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39956"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}