1
EXHIBIT 10(iii)(L)
DALLAS SEMICONDUCTOR CORPORATION
AMENDMENT TO
AGREEMENT, DATED MAY 20, 1999, WITH
XXXX X. XXX
RESOLVED, that, a "Change in Control" as defined in Section
1.3 thereof having not occurred, the May 1999 Agreement between the
Corporation and Xx. Xxxx X. Xxx, be, and the same hereby is, amended,
pursuant to Section 6.1 thereof, effective immediately, by: (i) the
insertion of the word "or" immediately preceding clause (iv) in Section
1.3 and the deletion of clause (v) of Section 1.3; (ii) the insertion
of the words "after a Change in Control" between the words "die" and
"prior" in the first line of Section 5.1; and (iii) the deletion of the
last sentence of Section 7.9; and, further, by the adoption of this
resolution, said amendments shall have the same force and effect as if
set forth in a separately executed amendment to said May 1999
Agreement.
2
AMENDMENT TO
AGREEMENT, DATED MAY 20, 1999, WITH
XXXXXXX X. XXXXX
RESOLVED, that, a "Change in Control" as defined in Section
1.3 thereof having not occurred, the May 1999 Agreement between the
Corporation and Xx. Xxxxxxx X. Xxxxx, be, and the same hereby is,
amended, pursuant to Section 6.1 thereof, effective immediately, by:
(i) the insertion of the word "or" immediately preceding clause (iv) in
Section 1.3 and the deletion of clause (v) of Section 1.3; (ii) the
insertion of the words "after a Change in Control" between the words
"die" and "prior" in the first line of Section 5.1; and (iii) the
deletion of the last sentence of Section 7.9; and, further, by the
adoption of this resolution, said amendments shall have the same force
and effect as if set forth in a separately executed amendment to said
May 1999 Agreement.
3
AMENDMENT TO
AGREEMENT, DATED MAY 20, 1999, WITH
XXXX X. XXXX
RESOLVED, that, a "Change in Control" as defined in Section
1.3 thereof having not occurred, the May 1999 Agreement between the
Corporation and Xx. Xxxx X. Xxxx, be, and the same hereby is, amended,
pursuant to Section 6.1 thereof, effective immediately, by: (i) the
insertion of the word "or" immediately preceding clause (iv) in Section
1.3 and the deletion of clause (v) of Section 1.3; (ii) the insertion
of the words "after a Change in Control" between the words "die" and
"prior" in the first line of Section 5.1; and (iii) the deletion of the
last sentence of Section 7.9; and, further, by the adoption of this
resolution, said amendments shall have the same force and effect as if
set forth in a separately executed amendment to said May 1999
Agreement.
4
SECRETARY'S CERTIFICATE
I, Xxxxx X. Xxxxx, Corporate Secretary of Dallas Semiconductor
Corporation, a Delaware corporation, do hereby certify that the attached
resolutions were duly adopted by the Board of Directors of the Corporation, at a
meeting duly called and held on November 18, 2000, at which a quorum was present
and voting throughout, and that said resolutions are still in full force and
effect and have not in anywise been amended, modified or rescinded:
IN WITNESS WHEREOF, I have hereunto set my hand and seal of office on
this, the 5th day of February, 2001.
/s/ Xxxxx X. Xxxxx
------------------------------------------
Xxxxx X. Xxxxx
Corporate Secretary
