EXHIBIT 10(r)
AMENDMENT OF RETIREMENT AGREEMENT
WITH XXXXX X. XXXXX
Agreement made as of December 15, 1997 by Stanhome Inc., a
Massachusetts corporation, with its principal place of business at 000
Xxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000 (the "Company") and
Xxxxx X. Xxxxx, 00 Xxxxxxxxxxx Xxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000
("Xxxxx").
Whereas, the Company and Xxxxx have previously entered into a
Retirement Agreement made June 5, 1997 (the "Agreement");
Whereas, the Agreement provides for a reduction of the monthly
retirement benefit payable to Xxxxx thereunder by the value of the
benefit which Xxxxx is entitled to receive from any other qualified or
non-qualified plan maintained by the Company and further provides that
the value of the benefit in the case of a defined contribution plan
shall be determined by reference to an annuity table set forth in
Exhibit A to the Agreement;
Whereas, since the Company Employees' Profit-Sharing Retirement
Plan has been terminated as of September 3, 1997 and there will not be
any further changes in the account balances thereunder, it will no
longer be appropriate to determine the Profit-Sharing offset under the
Agreement by reference to Exhibit A thereto; and
Whereas, the Company and Xxxxx agree that the offset to the
benefit under the Agreement should, in the case of the Profit-Sharing
Plan, henceforth simply be determined by using the same offset method
as used in the Company's Pension Plan;
NOW, THEREFORE, in consideration of the premises and mutual
agreements hereinafter maintained, the parties do amend the Agreement
as set forth below, effective as of the date hereof;
The second paragraph of Section 1(b) of the Agreement is amended:
(i) to substitute the words "Subdivision 18 of Article 1 of the
Stanhome Inc. Pension Plan as in effect on the date hereof" for the
words "the annuity table set forth in Exhibit A attached" after the
phrase "by reference to" in the fourth line thereof; (ii) to delete
the last two sentences of the paragraph; and (iii) to delete Exhibit A
to the Agreement.
IN WITNESS WHEREOF the parties have executed this Amendment
effective as of the date first written above.
STANHOME INC.
/s/ Xxxxx X. Xxxxx By:/s/ H. L. Tower
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Xxxxx X. Xxxxx X. X. Tower
Chairman, President and CEO
ATTEST:
/s/ Xxxx X. Xxxxx
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Assistant Secretary