Exhibit 10.44
SECOND AMENDMENT TO
EMPLOYMENT AGREEMENT
SECOND AMENDMENT to the EMPLOYMENT AGREEMENT ("Agreement") effective
March 21, 1996 by and between XXXX X. XXXXXXXX ("Executive"), BIG FLOWER
HOLDINGS, INC. (as successor in interest to Big Flower Press Holdings, Inc.),
a Delaware corporation (the "Company"), and TREASURE CHEST ADVERTISING
COMPANY, INC., a Delaware corporation and a wholly-owned subsidiary of the
Company ("Treasure Chest").
W I T N E S S T H
- - - - - - - - -
WHEREAS, the Executive, the Company and Treasure Chest (the "Parties")
entered into the Agreement effective March 21, 1996; and
WHEREAS, the Parties wish to modify certain provisions of the Agreement;
and
WHEREAS, Paragraph 14. of the Agreement provides (in pertinent part) as
follows:
"14. WAIVER; MODIFICATION.... This agreement shall not be modified
in any respect except by a writing executed by each party hereto."
NOW, THEREFORE, the parties hereby amend the Agreement as follows:
FIRST: Paragraph 1. of the Agreement is amended by inserting after
Executive Vice President "-OFFICE OF THE CHAIRMAN", by inserting
after (the "Board") "AND DEPUTY CHAIRMAN OF XL VENTURES, INC." and
by inserting after affiliates "(INCLUDING R. XXXXXXXX XXXXX)."
IN WITNESS WHEREOF, each of the Company and Treasure Chest has caused
this Amendment to be executed by its duly authorized officer, and the
Executive has hereunto signed this Agreement, on the date(s) written below.
BIG FLOWER HOLDINGS, INC.
29 March 99 /s/ R. Xxxxxxxx Xxxxx
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Date By: R. Xxxxxxxx Xxxxx
Its: Chairman
TREASURE CHEST ADVERTISING
COMPANY, INC.
3/29/99 /s/ Xxxxxxx X. Xxxxxxxx
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Date By: Xxxxxxx X. Xxxxxxxx
Its: Senior Vice President
3/29/99 /s/ Xxxx X. Xxxxxxxx
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Date Xxxx X. Xxxxxxxx