AMENDMENT TO CHANGE IN CONTROL AGREEMENT
Exhibit
10.2
AMENDMENT
TO CHANGE IN CONTROL AGREEMENT
Amendment
Agreement made this 18th
day of
July 2006 by and between Xxxxxx X. Xxxxxx (“Executive”) and Drew Industries
Incorporated, a Delaware corporation (the “Company”).
WHEREAS,
Executive has been Vice President-Chief Legal Officer of the Company;
and
WHEREAS,
the Company and Executive entered into a Change In Control Agreement effective
as of March 1, 2005 (the “Agreement”), and wish to amend the Agreement as
expressly provided herein in order to conform the Agreement to other Change
in
Control Agreements subsequently entered into by the Company,
NOW,
THEREFORE, in consideration of the foregoing, and for other good and valuable
consideration the receipt of which is hereby acknowledged, it is hereby agreed
as follows:
| 1. |
AMENDMENT
|
1.1 Section
5.1 is hereby amended by adding to the end of the second sentence the
following:
“and
fifteen (15) miles from the Company’s location on the date hereof.”
1.2 Section
6.1 is hereby amended by deleting the last sentence and adding in lieu thereof
the following sentence:
“Such
payments shall commence on the next payroll payment date following the
Qualifying Termination.”
1.3 Section
6.3 is hereby amended by adding in the second sentence after the phrase “…three
(3) year period…” the following:
“(or
such
shorter period as Executive has been employed by the Company)”
| 2. |
NO
OTHER CHANGES
|
Except
as
set forth in this Amendment Agreement, all terms, provisions, conditions and
restrictions contained in the Agreement shall remain in full force and
effect.
IN
WITNESS WHEREOF, the Company and the Executive have executed this Amendment
Agreement the day and year first mentioned above.
DREW
INDUSTRIES INCORPORATED
By:
/s/Xxxxx X. Xxxxxx
Name:
Xxxxx
X. Xxxxxx
Title:
President and Chief Executive Officer
/s/Xxxxxx
X. Xxxxxx
Xxxxxx
X.
Xxxxxx
