exv10w17



 





IMAX CORPORATION




EXHIBIT 10.17




AMENDING AGREEMENT




This Amendment to Employment Agreement dated and effective as of April 4, 2001 (the “Amending
Agreement”) is made between:



IMAX CORPORATION, a corporation incorporated under the laws of Canada (hereinafter referred to as
the “Company”),



And



ROBERT D. LISTER (the “Executive”)



WHEREAS, the Company wishes to enter into this Amending Agreement to amend and extend the
Employment Agreement dated as of May 17, 1999, between Imax Ltd, the Company and Executive (the
“Agreement”), whereunder the Executive provides services to the Company, and the Executive wishes
to so continue such engagement, as hereinafter set forth;



AND WHEREAS, on January 1, 2001 Imax Ltd. assigned all of its rights and obligations pursuant to
the Agreement to the Company, and the Executive has consented to such assignment;



NOW, THEREFORE, in consideration of good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties hereto agree as follows:



1. Section 1.1 of the Agreement shall be amended by the addition of the following language:



“Effective April 2, 2001 the Executive shall serve as the Executive Vice President, Legal Affairs,
General Counsel and Corporate Secretary.”



2. Section 1.3 of the Agreement shall be deleted and replaced with the following:



“Section 1.3 Term of Employment. The Employee’s employment under this Agreement
commenced on the 17th day of May, 1999 (the “Commencement Date”) and shall terminate on the
earlier of (i) December 31, 2003, or (ii) the termination of the Employee’s employment pursuant to
this Agreement. The period commencing as of the Commencement Date and ending on December 31, 2003
or such later date to which the term of the Employee’s employment under this Agreement shall have
been extended is hereinafter referred to as the “Employment Term.”



3. Section 2.1 of the Agreement shall be deleted and replaced with the following:



“Section 2.1 Base Salary. Effective May 17, 2001, the Executive’s Base Salary shall be
US$240,000. The co-CEO’s (or their successor(s)) and the Executive shall revisit the Executive’s
Base Salary on January 1, 2002 and January 1, 2003.”



 









 






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4. Section 4.1.1 of the Agreement shall be amended by deleting the first and second paragraphs
and replacing as follows:




” Section 4.1.1 General. Subject to the provisions of Sections 4.1.2, 4.1.3 and 6, if
prior to the expiration of the Employment Term, the Executive’s employment is terminated by the
Company Without Cause, the Company shall pay the Termination Payment then due to be paid within 30
days of the date of termination and shall continue to pay the Executive the Base Salary, automobile
allowance and Executive’s target bonus (the “Target Bonus”) (on a prorated basis) pursuant to the
terms of the management bonus plan referred to in Section 2.2, for the remainder of the Employment
Term (such period being referred to hereinafter as the “Severance Period”), either at such
intervals as the same would have been paid had the Executive remained in the active service of the
Company including the applicable portion of the Target Bonus, or, at the option of the Company, by
immediate payment to the Employee of the remaining Base Salary, automobile allowance and Target
Bonus which would be payable during the Severance Period; provided however that the Severance
Period shall be a minimum of twelve (12) months in duration. Upon such termination, the Executive
shall also be entitled to continue to receive his employment benefits at the Company’s expense (to
the extent paid for by the Company as at the date of termination) and subject to the consent of the
applicable insurers. The Executive agrees that the Company may deduct from any payment of Base
Salary to be made during the Severance Period the benefit plan contributions which are to be made
by the Executive during the Severance Period in accordance with the terms of all benefit plans for
the minimum period prescribed by law. The Executive shall have no further right to receive any
other compensation after such termination except as are necessary under the terms of the Executive
benefit plans or programs of the Company or as required by applicable law. Payment of Base Salary,
automobile allowance and Target Bonus and the continuation of the aforementioned Executive benefits
during the Severance Period as outlined above shall be deemed to include all termination and
severance pay to which the Executive is entitled pursuant to applicable statute law and common law.
The date of termination of employment Without Cause shall be the date specified in a written
notice of termination to the Executive and does not include the Severance Period.



Except as amended herein, all other terms of the Agreement and Amending Agreement shall remain in
full force, unamended.



IN WITNESS WHEREOF, the Company and the Executive have duly executed and delivered this Amending
Agreement on this 4th day of April, 2001.



	 	 	 	 	 
	 	IMAX CORPORATION

 	 
	 	By:  	“Richard L. Gelfond”
 	 
	 	 	Name:  	Richard L. Gelfond 	 
	 	 	Title:  	Co-Chairman & Co- Chief Executive Officer 	 
	 



	 	 	 	 	 	 	 
	SIGNED, SEALED AND DELIVERED

	 	 	 	EXECUTIVE:	 	 
	in the presence of:
	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	“Yasmin Best”
 

Witness

	 	 
	 	“Robert D. Lister”
 

Robert D. Lister