Amendment to Aspiration Achievement Incentive Award Agreement for Performance Cycle Ending August 31, 2001 (NSI and Grantee)

Summary

This amendment updates the Aspiration Achievement Incentive Award Agreement between National Service Industries, Inc. (NSI) and the named grantee for the performance cycle ending August 31, 2001. The main change is the replacement of Appendix A, which details incentive opportunities for key employees, division presidents, and executive officers. The amendment is only effective if NSI stockholders approve the amended and restated incentive plan at the January 2000 annual meeting. All other terms remain as defined in the original plan and agreement.

EX-10.III(A)(62)(B) 34 g72719ex10-iiia62b.txt AMENDMENT OF THE ASPIRATION ACHIEVEMENT INCENTIVE Exhibit 10 (iii)A(62)(b) AMENDMENT OF ASPIRATION ACHIEVEMENT INCENTIVE AWARD AGREEMENT FOR THE PERFORMANCE CYCLE ENDING AUGUST 31, 2001 WHEREAS, the undersigned Grantee was granted an Aspiration Achievement Incentive Award ("Aspiration Award") under the NSI Long-Term Achievement Incentive Plan (the "Plan") for the Performance Cycle ending August 31, 2001, as evidenced by an Aspiration Achievement Incentive Award Agreement dated September 22, 1998 (the "Agreement"); and WHEREAS, NSI, the Company, and the Grantee desire to amend the Agreement as set forth hereafter; NOW THEREFORE, the parties do hereby agree as follows: 1. Appendix A to the Agreement is amended by deleting the original Appendix A and substituting the Appendix A attached hereto for all purposes of the Agreement. 2. The effectiveness of this Amendment is subject to approval of an amended and restated Plan by the stockholders of NSI at the Annual Meeting in January 2000. 3. Capitalized terms used but not defined herein shall have the meaning set forth in the Plan. IN WITNESS WHEREOF, this Amendment has been duly executed by the parties to the Agreement. NATIONAL SERVICE INDUSTRIES, INC. By:________________________________________________ James S. Balloun Chairman, President and Chief Executive Officer NATIONAL SERVICE INDUSTRIES, INC. (GA) By:________________________________________________ James S. Balloun Chairman, President and Chief Executive Officer ___________________________________________________ Name of Grantee: ((GRANTEE)) Aspiration Achievement Incentive Award Amended Appendix A -- Key Employees Name Richard W. LeBer Kenneth W. Honeycutt John K. Morgan Position SVP, Bus. Development VP, HiTek Group VP, Sales & Marketing Salary $198,485 $225,000 $205,000 Division National Linen Service Lithonia Lithonia Total LTI 80% 80% 80% Multiple AAI % of LTI 70% 70% 70% FY 99-01 Threshold 4.3 6 6 Commitment 7.3 26 26 Aspiration 16.4 114 114 Special NA 128 128 Individual AAI Opportunity Threshold $27,788 $31,500 $28,700 Commitment $111,152 $126,000 $114,800 Aspiration $555,759 $753,333 $716,000 Special NA $1,000,000 $1,000,000

Aspiration Achievement Incentive Award Amended Appendix A - Division Presidents
Name Richard W. LeBer Position President Salary $250,000 Division National Linen Service Total LTI Multiple 100% AAI % of LTI 70% FY 99-01 Threshold 4.3 Commitment 7.3 Aspiration 16.4 Individual AAI Opportunity Threshold $43,750 Commitment $175,000 Aspiration $874,998
Aspiration Achievement Incentive Award Amended Appendix A -- Executive Officers Name James S. Balloun Brock A. Hattox Position Chairman & CEO EVP, Chief Financial Officer Salary $800,000 $380,000 Division NSI Total NSI Total Total LTI Multiple 160% 160% AAI % of LTI 30% 30% FY 99-01 Threshold 11.0 11.0 Commitment 59.0 59.0 Aspiration 177.0 177.0 Individual AAI Opportunity Threshold $100,000 $45,600 Commitment $400,000 $182,400 Aspiration $2,000,000 $912,000