Exhibit 10.6
THIRD AMENDMENT TO EXECUTIVE
EMPLOYMENT AGREEMENT
This Third Amendment to Executive
Employment Agreement (this “Third Amendment”) is
effective as of February 12, 2009, by and among Prospect
Medical Holdings, Inc., a Delaware corporation
(“PMH”), Alta Hospitals System, LLC, a California
limited liability company (“Alta”), and Samuel S. Lee,
an individual (“Executive”).
a.
Executive and Alta entered into that certain Executive Employment
Agreement, dated August 8, 2007 (the “Original
Agreement”).
b.
The Original Agreement was amended by that certain First Amendment
to Executive Employment Agreement, dated March 19, 2008 (the
“First Amendment”), by and among PMH, Alta and
Executive, which amendment principally provided that, in addition
to his positions and duties held with Alta, Executive also serves
as the Chief Executive Officer of PMH.
c.
The Original Agreement (as amended by the First Amendment) was
further amended by that certain Second Amendment to Executive
Employment Agreement, dated July 8, 2008 (the “Second
Amendment”), by and among PMH, Alta and Executive, which
amendment principally provided for a new base salary for Executive
and a one-time “Turnaround Services Bonus.”
d.
PMH, Alta and Executive wish to amend the Original Agreement, as
amended by the First Amendment and the Second Amendment (the
“Employment Agreement”), as set forth
herein.
NOW, THEREFORE, for good and
valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto hereby covenant and agree
as follows:
1.
Amendments .
(a)
Base Salary . Section 4.a. of the Employment
Agreement is hereby amended and restated to read, in its entirety,
as follows:
“a.
Base Salary . PMH shall pay Executive a base salary of
Seven Hundred Fifty Thousand Dollars ($750,000) per annum (the
“Base Salary”), effective retroactively as of
October&nbs
