FIRST AMENDMENT TO
CONSULTING AGREEMENT
This agreement will modify that certain Consulting Agreement dated June 20,
2000, signed by Xxxx X. Wrench and Xxxxxxx Xxxxxxx.
1. Pursuant to paragraph 4 of the Consulting Agreement, the term
thereof is extended for one year (through June, 2002).
2. Other provisions of the Consulting Agreement are unchanged.
Signed at San Francisco, California, this 12th day of June, 2001.
CONTRACTOR BEI TECHNOLOGIES, INC.
/s/ Xxxx X. Wrench /s/ Xxxxxxx Xxxxxxx
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Xxxx X. Wrench Xxxxxxx Xxxxxxx
Contractor Chairman and
Chief Executive Officer
CONSULTING AGREEMENT
The parties to this agreement are BEI Technologies, Inc., a Delaware
Corporation, ("BEI"), OpticNet, Inc. ("Optic"), a subsidiary of BEI, and Xxxx
Wrench, an independent contractor ("Wrench").
Whereas Wrench possesses certain knowledge, experience and skills that are
potentially useful to BEI, and Wrench is willing to provide consulting services
to BEI and to serve as a corporate officer of OpticNet, the parties agree as
follows:
1. Wrench will undertake assignments as directed from time to time by
Xxxxxxx Xxxxxxx, BEI's Chairman and Chief Executive Officer, which may
include corporate assignments at OpticNet.
2. The parties agree that Wrench will be compensated as follows: a
retainer fee of $6,000 per month plus $1,200 per day for any activity
exceeding five days per month that is authorized by Xx. Xxxxxxx. The
location of Wrench's activity will be determined as may be mutually
agreed from time to time. Out of pocket expenses and authorized travel
will be reimbursed in accordance with normal company policy. During the
term of this agreement, any fees that would otherwise be paid to Wrench
for service on the company's Board of Directors will be suspended. Any
salaries or fees paid to Mr. Wrench by OpticNet will also be deducted
from amounts due under this agreement.
3. Nothing herein shall constitute an employment agreement. Any disputes
shall be resolved in accordance with California law.
4. The initial term of this agreement is one year from the date hereof.
Upon the expiration of its initial term, the agreement may be extended
in one year increments upon mutual agreement of the parties. The entire
agreement may be cancelled at any time upon thirty days notice given in
writing by either party.
Signed at San Francisco, California this 20th day of June, 2000.
CONTRACTOR BEI TECHNOLOGIES, INC.
/s/ Xxxx X. Wrench /s/ Xxxxxxx Xxxxxxx
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Xxxx X. Wrench, Contractor Xxxxxxx Xxxxxxx
Chairman and Chief Executive Officer
