EXHIBIT 10.12
DEFERRED COMPENSATION AGREEMENT
_______________________________
This agreement made this 1st day of February 1991,by
and between MOLEX INCORPORATED, a Delaware corporation,
(hereinafter "COMPANY") and X. X. Xxxxxxxx (hereafter
"OFFICER")
W I T N E S S E T H :
WHEREAS, OFFICER is presently employed by the COMPANY
as an officer, and is deemed to be a key employee who would
be difficult to replace at the salary now being paid to him;
and
WHEREAS, the COMPANY has contemplated giving OFFICER a
substantial increase in salary to insure his continued
employment but has determined to offer OFFICER certain other
benefits to induce him to continue in its employ; and
WHEREAS, OFFICER and the COMPANY entered into a
Deferred Compensation Agreement dated February 20, 1981
which offered an annual benefit to OFFICER'S widow under
certain conditions; and
NOW, THEREFORE, in consideration of the premises and of
the mutual covenants and agreements herein contained, it is
agreed as follows:
1. The agreement dated February 20, 1981 shall be
canceled and repealed by this agreement.
2. OFFICER will continue to serve as an officer of
the COMPANY during the pleasure of its Board of Directors
and will perform the duties of said office and such other
duties as may be assigned to him by the Board of Directors
for the remainder of his life, at such salary, together with
such bonuses as shall from time to time be voted by the
Board of Directors.
3. If OFFICER shall die while employed by the
COMPANY, the COMPANY will pay to his widow, if she shall
survive him, the sum of ONE HUNDRED TWENTY FIVE THOUSAND
DOLLARS ($125,000.00) per year for the remainder of her
life, payable in equal monthly installments commencing on
the first business day of each month following his death.
4. The amount set forth in the preceding paragraph
shall automatically be adjusted every January 1 hereafter to
reflect an increase (or decrease) in the US Consumer Price
Index for the calendar year immediately preceding said
January 1.
5. If OFFICER'S employment by the COMPANY shall
terminate at any time for any reason other than his death,
the COMPANY shall have no further obligation under the terms
of this agreement.
6. Neither OFFICER nor his widow shall have any right
to commute, encumber, assign, pledge or hypothecate, or
otherwise dispose of the right to receive payments
hereunder, which payments and the right thereto are hereby
declared to be non-assignable and non-transferable. In the
event of any admitted assignment, pledge, hypothecation or
transfer of said right, the COMPANY shall have the right to
terminate all further liability hereunder.
7. The COMPANY shall not merge or consolidate with
any other corporation or entity, or sell substantially all
of its assets or business to any other corporation or entity
until such other corporation or entity shall expressly
assume the duties of the COMPANY hereunder.
8. This agreement shall be binding upon the heirs,
executors, administrators, successors, and assigns of the
parties hereto.
IN WITNESS WHEREOF, the parties have executed this
agreement the day and year first above written.
MOLEX INCORPORATED
By: /s/ X.X. Xxxxxxxx
_____________________
X. X. Xxxxxxxx
Chairman of the Board
Attest:
/s/ Xxxxx X. Xxxxx
_________________________
Xxxxx X. Xxxxx, Secretary
/s/ X.X. Xxxxxxxx
_____________________
X. X. Xxxxxxxx
