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EXHIBIT 10.43
AMENDMENT TO EMPLOYMENT AGREEMENT
THIS AMENDMENT is made and entered into as of this 10th day of June
1998, by and between XXXXXX X. XXXXX ("Employee") and CENTRUM INDUSTRIES, INC.
("Corporation").
W I T N E S S E T H
WHEREAS, Employee and Corporation entered into an Amended and Restated
Employment Agreement ("Agreement") effective as of the 1st day of September 1996
whereby the Corporation employed the Employee as President and Chief Executive
Officer; and
WHEREAS, the Agreement was amended as of June 10, 1997; and
WHEREAS, the parties hereto desire to [FURTHER] amend the Agreement and
paragraph 11 of the Agreement requires that all amendments shall be in writing.
NOW, THEREFORE, in consideration of One Dollar ($1.00) and other good
and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties hereto agree as follows:
1. Paragraphs 2.1 and 2.2 are amended in their entirety to read
as follows:
"2.1 The term of this Agreement shall begin on the effective
date set forth above and shall continue for a period of
three (3) years.
2.2 This Agreement shall automatically renew for additional
three (3) year terms unless terminated in writing by
either party hereto, notice of termination to be given
not less than sixty (60) days prior to the commencement
of a new term."
2. Paragraph 3.1 is amended in its entirety to read as follows:
"3.1 The Employee shall be paid a salary of Two Hundred
Thirty Thousand Dollars ($230,000.00) per year payable
in twenty-four (24) equal bi-monthly installments on
the 15th and last day of each month."
3. Paragraph 3.7 is amended in its entirety to read as follows:
"3.7 In the event Employee's employment is terminated other
than for "Cause" (as defined in Section 2.3) at any
time prior to the expiration of the then current term
of this Agreement, the Corporation shall pay to
Employee as severance compensation an amount equal to
twenty-four (24) times Employee's base monthly cash
compensation then in effect, together with any bonuses
earned pursuant to paragraph 3.2 hereof but not yet
paid and the pro rata amount of the Performance Bonus
that the Employee would otherwise have earned under the
terms of paragraph 3.3 hereof had this Agreement not
been terminated."
4. A NEW PARAGRAPH 3.8 IS ADDED AS FOLLOWS:
"THE CORPORATION SHALL PAY EMPLOYEE UPON THE EXECUTION
OF THIS AGREEMENT, AND ANNUALLY THEREAFTER ON THE LAST
DAY OF THE CORPORATION'S FISCAL YEAR COMMENCING MARCH
31, 1999, AN AMOUNT WHEN GROSSED UP FOR ALL APPLICABLE
TAXES WILL ENABLE EMPLOYEE TO PURCHASE ANNUALLY A
TWENTY-FIVE THOUSAND DOLLAR ($25,000.00) RETIREMENT
ANNUITY AND TO PROVIDE EVIDENCE OF SUCH PURCHASE TO THE
CORPORATION."
5. Except as expressly amended hereby, all other terms and
conditions of the Agreement shall continue in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment to
Employment Agreement this 10th day of June 1998.
CENTRUM INDUSTRIES, INC.
/s/ Xxxxxx X. Xxxxx By: /s/ Xxxxxxx X. Xxxxxx
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XXXXXX X. XXXXX XXXXXXX X. XXXXXX, Secretary
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