Exhibit 10.34
AMENDMENT TO EMPLOYMENT AGREEMENT
BETWEEN
DTS, INC. AND DANIEL E. SLUSSER
This Amendment (the
“Amendment”) effective as of December 17, 2008, is
made and entered into by and between DTS, Inc. (the
“Company”) and Daniel E. Slusser (the
“Executive”).
Whereas, DTS and Executive have
previously entered into an Employment Agreement effective
May 31, 2007 (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.
A new Section 13 entitled
“Section 409A Compliance” shall be added to the
Agreement as follows:
13.
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 you agree to execute any and all amendments to this
Agreement as mutually agreed in good faith that 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 you
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 benefits to you as specified under this Agreement, such
reimbursement of expenses or provision of in-kind benefits shall be
subject to the following conditions: (1) the expenses eligible
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