EXHIBIT 10.10.1
FIRST AMENDMENT
TO
AMENDED AND RESTATED EXECUTIVE
EMPLOYMENT AND NON-COMPETITION AGREEMENT
THIS FIRST AMENDMENT TO AMENDED AND RESTATED
EXECUTIVE EMPLOYMENT AND NON-COMPETITION AGREEMENT (this “
First Amendment ”), effective as of March 3,
2008, is entered into by and between Energy Solutions , LLC,
a Utah limited liability company (the “ Company
”), ENV Holdings LLC (“ ENV Holdings ”),
and R STEVE CREAMER (the “ Executive
”). This First Amendment amends that certain Amended
and Restated Executive Employment and Non-competition Agreement
between the Company and the Executive dated January 9, 2007
(the “Agreement”), as follows:
1.
Section 4(a) of the
Agreement is hereby deleted in its entirety and the following is
substituted in place thereof:
(a)
Salary
. In consideration
of the services rendered by the Executive under this Agreement, the
Company shall pay the Executive a base salary (the “ Base
Salary ”) at the rate of $500,000 per calendar
year. The Base Salary shall be paid in such installments and
at such times as the Company pays its regularly salaried executives
and shall be subject to all necessary withholding taxes, FICA
contributions and similar deductions, as well as set-off against
any amounts Executive owes the Company or its affiliates. In
addition, if the Company at any time increases the salaries or
hourly wages of other employees of the Company generally by a
percentage equally applied to reflect a “cost-of-living
increase”, the Base Salary shall be increased by the same
percentage cost-of-living increase at the time and in the same
manner it is given to other employees of the Company.
2.
The second paragraph of
Section 4(b) of the Agreement is hereby deleted in its
entirety and the following is substituted in place
thereof:
For purposes of this
Agreement, (i) “ EBITDA ” shall mean the
earnings of the Company and its consolidated subsidiaries before
interest, taxes, depreciation, accretion and amortization,
calculated in accordance with generally accepted accounting
principles; (ii) “ Actual EBITDA ” shall
mean, for any fiscal year of the Company, the EBITDA of the Company
and its consolidated subsidiaries for such fiscal year as reflected
on the Company’s financial statements for such
fiscal
