Exhibit 10.10
Amendment No. 2
to
Employment Agreement
This Amendment No. 2 dated as of November 18, 1999 to the Employment
Agreement dated as of February 5, 1997, as amended to date (as so amended, the
"Employment Agreement") between Aeroflex Incorporated, a Delaware corporation,
with its principal office located at 00 Xxxxx Xxxxxxx Xxxx, Xxxxxxxxx, XX 00000
(together with its successors and assigns permitted under this Agreement, the
"Company"), and Xxxx Xxxxxx, who resides at 0 Xxxxxxxx Xxxxx, Xxxxxxxxx, XX
00000 (the "Employee").
WHEREAS, the Company and the Executive entered into the Employment
Agreement, the terms of which were amended on November 17, 1998, and now desire
to further modify certain of the terms and provisions thereof;
NOW, THEREFORE, it is agreed as follows:
1. The Employment Agreement is hereby amended as follows:
(a) Section 3(a) of the Employment Agreement is hereby
amended and restated as follows:
"(a) Effective September 4, 1999, the Employee shall receive
from the Company an initial annual Base Salary, payable in
accordance with the regular payroll practices of the Company,
of $200,000. During the Term of Employment, the Compensation
Committee shall review the Base Salary no less often than
annually for increase as of each July 1 beginning with July 1,
1997; provided, however, that increases shall not be less than
the increases in the Consumer Price Index for the New York and
Northeastern New Jersey Region, as published by the United
States Department of Labor, Bureau of Labor Statistics using
June 1996 as the basedate, determined and payable as provided
in Section 3(b) below."
2. All capitalized terms used herein, unless otherwise defined herein, are used
herein as defined in the Employment Agreement. Except as expressly provided
herein, all terms and provisions of the Employment Agreement shall remain in
full force and effect.
IN WITNESS WHEREOF, the undersigned have hereunto set their hands
as of the date first above written.
AEROFLEX INCORPORATED
By: /s/ Xxxxxxx Xxxxxxx
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Name: Xxxxxxx Xxxxxxx
Title: Treasurer
/s/ Xxxx Xxxxxx
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Xxxx Xxxxxx
