EXHIBIT 10(w)
AMENDMENT TO
EMPLOYMENT AGREEMENT
This Amendment (the "Amendment") is made as of the 5th day of January,
1996, to that certain Employment Agreement (the "Employment Agreement") dated as
of March 19, 1990, by and among Central Sprinkler Company (the "Company"),
Central Sprinkler Corporation (the "Parent Company") and Xxxxxx X. Xxxxx (the
"Employee"). Capitalized terms used herein but not defined herein shall have the
meanings assigned to them in the Employment Agreement.
WHEREAS, the parties hereto desire to amend the Employment Agreement to
add a provision relating to bonus payments.
NOW, THEREFORE, in consideration of the premises and intending to be
legally bound hereby, the parties hereto agree as follows:
1. Restatement of Section 4.3. Section 4.3 of the
Employment Agreement is hereby amended and restated in its
entirety as follows:
"4.3 Bonus. In addition to all other compensation payable to the
Employee hereunder, for each fiscal year during the period beginning November 1,
1989 and continuing through October 31, 1994, the Company shall pay to the
Employee an annual bonus in an amount equal to $12.50 for each $1,000 increase
over the Parent Company's consolidated net profits for the 1985 fiscal year. For
each fiscal year during the period beginning November 1, 1994 and continuing
through the end of the Employment Term, the Company shall pay to the Employee an
annual bonus in an amount equal to $7.50 for each $1,000 increase over the
Parent Company's consolidated net profits for the 1985 fiscal year. For purposes
of this Section 4.3, "consolidated net profits" means the Parent Company's
profits, following all deductions made for federal and state taxes, for the
period specified as computed by the Parent Company and then reviewed by its
regularly engaged public accountants in accordance with the Parent Company's
regular accounting policies. The bonus for each such fiscal year shall be paid
to the Employee no later than 30 days after the Parent Company's accountants
deliver final financial statements to the Parent Company for the fiscal year for
which such bonus is paid. For any period for which the Employee's bonus shall be
based on less than a full year, the computation of net profits shall be made in
the same manner as for a full fiscal year, except that it shall be done only for
those full months for which the Employee shall have been employed under this
Agreement."
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2. Counterparts. This Amendment may be signed in any number of counterparts
with the same effect as if the signatures thereto and hereto upon the same
instrument.
3. Miscellaneous. Except as herein modified and amended, all terms and
conditions of the Employment Agreement shall remain unchanged and in full force
and effect.
IN WITNESS WHEREOF the parties hereto have caused this
Amendment to be duly executed as of the date first above written.
CENTRAL SPRINKLER COMPANY
By: /s/Xxxxxxx X. Xxxxx
------------------------
Name: Xxxxxxx X. Xxxxx
Title:
CENTRAL SPRINKLER CORPORATION
By: /s/Xxxxxxx X. Xxxxxxxxx
------------------------
Name: Xxxxxxx X. Xxxxxxxxx
Title:
/s/Xxxxxx X. Xxxxx
------------------------
Xxxxxx X. Xxxxx
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