Exhibit 10.1
SIXTH AMENDMENT TO
HADDRILL EMPLOYMENT AGREEMENT
This Sixth Amendment to the
Employment Agreement (the “ Sixth Amendment ”)
is made and entered into as of August 10, 2009 (the “
Effective Date ”), by and between Bally
Technologies, Inc., a Nevada corporation (the “
Company ”), and Richard Haddrill (“
Haddrill ”).
WHEREAS, the Company and Haddrill
are parties to that certain Employment Agreement dated as of
June 30, 2004, as amended on December 22, 2004,
June 13, 2005, June 20, 2006, February 18, 2008 and
October 22, 2008 (as amended, the “ Employment
Agreement ”) pursuant to which Haddrill is employed as
the Company’s Chief Executive Officer; and
WHEREAS, the Company and Haddrill
desire to amend the Employment Agreement in accordance with and
subject to the terms and conditions of this Sixth
Amendment.
NOW THEREFORE, on the basis of the
foregoing premises and in consideration of the mutual covenants and
agreements contained herein, the parties hereto agree as
follows:
1.
During the term of the Employment
Agreement: (i) Haddrill will continue to receive the
compensation and benefits currently provided to him on the terms
and conditions set forth in the Employment Agreement and
(ii) Haddrill’s base salary will remain at $998,000 per
year through December 31, 2012.
2.
The Company and Haddrill agree that
the following Section 4(g) is hereby added to the
Employment Agreement:
“(g)
Strategic Initiatives
Bonus . Haddrill
shall be entitled to a lump sum cash payment of $2,500,000 (the
“Strategic Initiatives Bonus”) upon the first to occur
of: (i) the achievement of certain strategic initiatives
established by the Board of Directors on or before
December 31, 2010, as determined by Board of Directors, in its
sole discretion, or (ii) a Change of Control occurring on or
before December 31, 2010. If the Strategic Initiatives
Bonus becomes payable pursuant to the preceding sentence, the
Strategic Initiatives Bonus shall be paid to Haddrill within
fifteen (15) days following the Board of Director’s
determination that the Strategic Initiatives Bonus has been earned;
provided, however, that the payment of the Strategic Initiatives
Bonus shall be delayed until the first business day of the first
taxable year in which Haddrill is not subject to
Section 162(m) of the Code. If payment of the
Strategic Initiatives Bonus is delayed pursuant to the preceding
sentence, interest shall accrue on the Strategic Initiatives Bonus
at a rate equal to the prime rate in effect on the date that the
Strategic Initiatives Bonus is earned (as determined by the Board
of Directors), as reported by Reuters, for the period beginning on
the date that the Strategic Initiatives Bonus is earned (as
determined by the Board of Directors) and ending on the date that
the Strategic Initiatives Bonus is paid.”
3.
The Company and Haddrill agree that
the following Section 4(h) is hereby added to the
Employment Agreement:
“(h)
Performance Bonus
. Subject to stockholder
approval of the Bally Technologies, Inc. Executive Incentive
Plan (the “EIP”) at the 2009 Annual Meeting of
Stockholders, Haddrill shall be entitled to a cash bonus under the
EIP, if earned, ranging in value from $1,000,000 to
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