Exhibit 10.26
AMENDMENT TO EMPLOYMENT AGREEMENT
BETWEEN
DTS, INC. AND BRIAN TOWNE
This Amendment (the
“Amendment”) effective as of December 17, 2008, is
made and entered into by and between DTS, Inc. (the
“Company”) and Brian Towne (the
“Employee”).
Whereas, DTS and Employee have
previously entered into an Employment Agreement dated May 20,
2005 (the “Agreement”); and
Whereas, the parties to the
Agreement wish to amend the Agreement;
NOW THEREFORE, in consideration of
the respective covenants contained herein, the parties agree as
follows:
1.
Subsection IV of the Section entitled “Employee’s
Consideration for Severance” is hereby replaced in its
entirety to read as follows:
(IV)
Severance Agreement . You shall enter into a severance
agreement and general release with the company in the form
designated by the Company which shall become effective in
accordance with its terms no later than sixty (60) days following
your termination.
2.
A new Section entitled “Section 409A
Compliance” shall be added to the Agreement as
follows:
Section 409A
Compliance . This Agreement is intended to comply
with, or otherwise be exempt from, Section 409A of the
Internal Revenue Code (“Section 409A”). The
Company and the Employee agree that they will execute any and all
amendments to this Agreement as they mutually agree in good faith
may be necessary to ensure compliance with the provisions of
Section 409A. The preceding provisions, however, shall
not be construed as a guarantee by the Company of any particular
tax effect to the Employee under this Agreement.
For purposes of Section 409A,
the right to a series of installment payments under this Agreement
shall be treated as a right to a series of separate payments.
With respect to any reimbursement of expenses of, or any provision
of in-kind benefi
