Exhibit 10AA
AMENDMENT TO AGREEMENT
THIS AMENDMENT TO AGREEMENT is entered into this ___day of _______
____, by and between Xxxxxxxx Xxxxx, Inc., a Delaware corporation ("Guilford" or
the "Company"), and _________________ (the "Associate").
W I T N E S S E T H:
-------------------
WHEREAS, the Associate and the Company entered into an agreement, dated
_____________ , as the same may have been amended, pursuant to which the Company
has agreed to pay the Associate termination compensation in the event the
Associate should leave the employ of the Company under the circumstances
described in, and otherwise subject to the terms and conditions of, such
agreement (the "Agreement"); and
WHEREAS, the Associate and the Company have agreed to amend the
Agreement on the terms set forth below.
NOW, THEREFORE, in consideration of the mutual covenants and conditions
contained herein and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereby agree as
follows:
1. Section 1(c) of the Agreement is hereby deleted in its entirety and
the following provision is substituted in its place:
The Company shall be obligated to provide the
payments and benefits referred to in Sections 3 and 4
hereof following, and the provisions of Section 2
hereof shall apply to, a Change in Control of the
Company only if such Change in Control shall have
occurred within, or as a result of efforts for such
purposes known to the parties hereto to have
commenced prior to, February 29, 2000 (or such later
date as the Board shall determine).
2. Except as otherwise set forth above, the Agreement remains
unmodified and in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
the date first above written.
XXXXXXXX XXXXX, INC.
By: _________________________
Its:_________________________
____________________________
[Name of Associate]
