exv10w2






Exhibit 10.2




FIRST AMENDMENT TO

EMPLOYMENT AGREEMENT




     THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into by and among
Cardtronics, LP, a Delaware limited partnership (the “Company”), Cardtronics, Inc. (the “Parent
Company”) and Rick Updyke (the “Employee”) effective as of June 20, 2008.



     WHEREAS, the Company and the Employee have heretofore entered into that certain Employment
Agreement dated as of July 9, 2007 (the “Employment Agreement”); and



     WHEREAS, the Company, Parent Company, and the Employee desire to amend the Employment
Agreement in certain respects.



     NOW, THEREFORE, in consideration of the premises set forth above and the mutual agreements set
forth herein, the Company, the Parent Company, and the Employee hereby agree, effective as of the
date first set forth above, that the Employment Agreement shall be and is hereby amended as
hereafter provided:



     1. Section 2.2 of the Employment Agreement shall be deleted and the following shall be
substituted therefore:




     “2.2 Position. During the Employment Term, the Employee shall serve as the
President-Global Development of the Company and the Parent Company. The Employee shall
report directly to the Chief Executive Officer of the Company. The Employee’s duties are
set forth on Appendix 1 attached hereto and to such other tasks of a similar nature as the
Chief Executive Officer or the Board of Directors may from time to time direct the
Employee.”



     2. Section 3.1 of the Employment Agreement shall be deleted and the following shall be
substituted therefore:




     “3.1 Employment Term. The term of the Employee’s employment with the Company shall
commence on the Effective Date and end on June 20, 2011 (the “Stated Term”) unless earlier
terminated in accordance with this Agreement (such period of employment, as it may be
earlier terminated, being referred to herein as the “Employment Term”).”



     3. The first sentence of Section 4.1 of the Employment Agreement shall be deleted and the
following shall be substituted therefor:




“From and after January 1, 2008, the Company shall pay the Employee an annual gross salary
of $291,000.00 (the “Base Salary”), which the Company shall pay to the Employee twice per
month in accordance with the Company’s regular payroll practice for management employees.”



     4. Section 4.3(e) of the Employment Agreement is hereby deleted in its entirety.



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     5. This Amendment (a) shall supersede any prior agreement between the Company and the Employee
relating to the subject matter of this Amendment and (b) shall be binding upon and inure to the
benefit of the parties hereto and any successors to the Company and all persons lawfully claiming
under the Employee.



     6. Except as expressly modified by this Amendment, the terms of the Employment Agreement shall
remain in full force and effect and are hereby confirmed and ratified.



     IN WITNESS WHEREOF, the parties hereto have executed and delivered this Amendment on this the
23rd day of June, 2008.



	 	 	 	 	 	 	 	 	 
	“EMPLOYEE”	 	 	 	“COMPANY”	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	 	 	CARDTRONICS, LP	 	 
	 
	 	 	 	 	 	 	 	 
	/s/
Rick Updyke

	 	 	 	By:	 	/s/ Michael E. Keller	 	 
	 

	 	 	 	 	 	 	 	 
	Rick Updyke

	 	 	 	Name:	 	Michael E. Keller	 	 
	 

	 	 	 	 	 	 	 	 
	 

	 	 	 	Title:	 	General Counsel and Secretary	 	 
	 

	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	 	 	“PARENT COMPANY”	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	 	 	CARDTRONICS, INC.	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	/s/ Michael E. Keller	 	 
	 

	 	 	 	 	 	 	 	 
	 

	 	 	 	Name:	 	Michael E. Keller	 	 
	 

	 	 	 	 	 	 	 	 
	 

	 	 	 	Title:	 	General Counsel and Secretary	 	 
	 

	 	 	 	 	 	 

	 	 







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