AMENDMENT TO EMPLOYMENT AGREEMENT
This Amendment to Employment Agreement (“Amendment”) is entered into effective this 1st day of May, 2009,
by and between XELR8, Inc. (the “Company”) and John D. Pougnet (“Employee”).
The Company and Employee are parties to that certain Employment Agreement dated effective February
1, 2008 (the “Employment Agreement”).
The Company and Employee desire to amend the compensation to be paid under the Employment
Now, therefore, for good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby
acknowledged, and with the intent to be legally bound, the parties agree as follows:
I. Definitions . All capitalized terms used herein will have the same meaning ascribed to them in the
Employment Agreement unless a different definition is given to a term herein.
II. Base Salary . Section 3(A) of the Employment Agreement is deleted in its entirety, with the
following substituted in its place:
i. During the term of this Agreement, except as set forth otherwise in Sections 3(A)(ii) and
3(B), the Company will pay to Employee base salary (“Base Salary”) at the initial rate of $205,000 (Two
Hundred and Five Thousand and No/100 dollars) per annum.
ii. For each month that the Monthly Net Receipts (as defined below) do not meet or
exceed the 2009 Monthly Target Receipts (as defined below) for the applicable month, the Base Salary for the
following month shall be reduced to the amount of $169,000 (One Hundred Sixty Nine Thousand and No/100
Dollars) per annum for the following month, provided that Employee is employed by the Company during such
following calendar month.
iii. The Company’s “2009 Monthly Target Receipts” shall be as follows:
Base Salary .
2009 Monthly Target Receipts