EXHIBIT XI
AMENDMENT TO EMPLOYMENT AGREEMENT
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Agreement made and entered into effective as of the first day of
January, 1996 by and between International Business Machines Corporation (the
"Company"), a New York Corporation, and ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, ▇▇. (the
"Executive").
Pursuant to Section 17 of the Employment Agreement dated as of March
26, 1993 between the Company and the Executive, said Agreement is amended as
follows:
1. Section 4 is amended to provide that Executive's annual Base
Salary shall be $1,500,000.
2. Section 5 is amended to provide that Executive's annual incentive
award target opportunity shall be at least $2,000,000.
3. Section 6 is amended to provide that Executive's long-term
performance incentive award target opportunity shall be at least $1,500,000.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
INTERNATIONAL BUSINESS MACHINES CORPORATION
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
By:
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J. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Senior Vice President,
Human Resources
Agreed to and accepted by:
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, ▇▇.
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, ▇▇.
