Exhibit 10.11.1
FIRST AMENDMENT TO
AMENDED AND RESTATED EXECUTIVE
EMPLOYMENT AGREEMENT
This First Amendment to Amended
and Restated Executive Employment Agreement is made this 29th
day of December, 2008, by and between Standard Parking
Corporation , a Delaware corporation (the
“Company” ) , and G. Marc Baumann (the
“Executive” ).
RECITALS
A.
The Executive and Standard Parking
Corporation, a Delaware corporation (the
“Company” ), previously executed a certain
Amended and Restated Executive Employment Agreement dated as of
October 1, 2001 (the “ Original Employment
Agreement ”).
B.
The Company and Executive desire to
amend the Agreement in order, among other things, to comply with
Section 409A of the Internal Revenue Code of 1986 (the “
Code ”) and the final regulations and guidance
promulgated thereunder.
NOW, THEREFORE,
in consideration of the Recitals,
the mutual promises and undertakings herein set forth, the receipt
and sufficiency of which consideration are hereby acknowledged, the
parties hereby agree that the Agreement shall be deemed modified
and amended, effective immediately, as follows:
1.
Paragraph 3(b) of the Agreement
shall be amended to read, in its entirety as so amended, as
follows:
“
(b) Bonus
. For each calendar year ending during the
Employment Period, the Executive shall be eligible to receive an
annual bonus (the “ Annual Bonus ”) based upon
terms and conditions of an annual bonus program established by the
Company. A
