EX-10.6 Amendment to Getman Employment Agreement



 





Exhibit 10.6



CONFIDENTIAL PORTION MARKED [**********] HAS BEEN OMITTED PURSUANT TO
A REQUEST FOR CONFIDENTIAL TREATMENT AND FILED SEPARATELY WITH
THE SECURITIES AND EXCHANGE COMMISSION




AMENDMENT TO THE AMENDED AND RESTATED

EMPLOYMENT AGREEMENT




     This Amendment, dated as of June 29, 2007 (this “Amendment”), to the Amended and
Restated Employment Agreement, dated as of December 28, 2006, by and between Avatar Holdings Inc.,
a Delaware corporation (the “Company”), and Dennis J. Getman (the “Employee”).



WITNESSETH:




     WHEREAS, the Company and the Employee entered into the Amended and Restated Employment
Agreement, dated as of December 28, 2006 (the “Agreement”); and



     WHEREAS, the Company and the Employee desire to amend the Agreement as set forth in this
Amendment.



     NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and obligations
hereinafter set forth, the Company and the Employee, intending to be legally bound, hereby agree as
follows:



     1. Section 3 of Annex I of the Agreement is hereby deleted and replaced in its entirety with
the following:




     1. “The Employee is hereby awarded the following Percentages for asset sales of the
following Eligible Properties (less any payments already made under the Agreement):



	 	 	 	 	 
	Eligible Property	 	Percentage
	- *******************************************

	 	 	**	%
	- Ocala Sale to Government or Not-For-Profit Buyer(a)

	 	 	2.25	%(b)
	- *******************************************

	 	 	**	%
	- *******************************************

	 	 	**	%
	- *******************************************

	 	 	**	%
	- Rio Rico Utilities

	 	 	1	%
	- *******************************************

	 	 	**	%
	- *******************************************

	 	 	**	%
	- *******************************************

	 	 	**	%







(a) If Ocala is not sold to a Government or Not-for-Profit buyer and an
unappealable Development Order is signed for Ocala by applicable governmental agencies
and Avatar Properties Inc. as a result of Employee’s active involvement and engagement
in procuring such Development Order, then upon such signing an amount of $28,366,666.66
shall be deemed the “Net Sale Proceeds” from this Eligible Property, and the Employee
shall not be entitled to any further compensation with respect to this Eligible
Property.



 









 






(b) Notwithstanding any provision to the contrary set forth herein, any Additional
Compensation payable to the Employee in connection with the sale of the Ocala property
shall be subject to the Annual Cap (defined below) set forth in paragraph 7 below.”



     2. Except as expressly set forth herein, the Agreement remains unmodified and in full force
and effect.



     3. This Amendment shall be subject to, and governed by, the laws of the State of Florida
applicable to contracts made and to be performed in the State of Florida, regardless of where the
Employee is in fact required to work.



     4. This Amendment may be executed in one or more counterparts, each of which shall be deemed
to be an original, but all of which taken together shall constitute one and the same instrument.



[Signature Page Follows]




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     IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment as of the date first
above written.



	 	 	 	 	 
	 	AVATAR HOLDINGS INC.

 	 
	 	By:  	/s/  Gerald D. Kelfer
 	 
	 	 	Name:  	Gerald D. Kelfer 	 
	 	 	Title:  	President and Chief Executive Officer 	 
	 



	 	 	 	 	 
	 	 	 
	 	                                              /s/  Dennis J. Getman
 	 
	 	Dennis J. Getman 	 
	 	 	 
	 






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