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EXHIBIT 10.6
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THIS ADDENDUM dated as of March 10, 1998 to the Employment Agreement entered
into as of November 11, 1996, as amended as of January 1, 1997.
BETWEEN: XXXXX X. XXXXX, business executive
resident and domiciled in the
Province of Quebec
(the "Senior Executive")
AND: WOOD XXXXX INC., a corporation
incorporated under the Canada
Business Corporations Act,
formerly known as 3290441 Canada Inc.
(the "Corporation")
WHEREAS the Senior Executive entered into an employment agreement with X.X. Xxxx
+ Xxxxx Inc. ("GHWW") as of November 11, 1996, as amended as of January 1, 1997
(the "Senior Executive Employment Agreement"), conditional upon the closing of
the transaction contemplated in the asset purchase agreement dated as of
November 11, 1996 among Xxxxx Corporation (formerly known as Hosposable
Products, Inc.) ("Xxxxx"), the Corporation and GHWW whereby GHWW agreed to
sell all of its business and substantially all of its assets to the Corporation
(the "Hosposable Transaction").
WHEREAS pursuant to completion of the Hosposable Transaction on March 18, 1997,
the Corporation assumed the obligations of GHWW under the Senior Executive
Employment Agreement;
WHEREAS the Senior Executive and the Corporation have agreed to amend the Senior
Executive Employment Agreement in the manner herein set forth;
NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS:
1. SECTION 6 -- BONUS COMPENSATION of the Senior Executive Employment
Agreement is hereby amended, effective January 1, 1998, as follows:
"6. BONUS COMPENSATION
Effective January 1, 1998, in addition to the compensation
described in Sections 4.1 and 4.2 above, the Senior Executive
shall be entitled to receive bonus compensation annually for each
year of the remainder of the Initial Term and for each Renewal
Term of his
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employment with the Corporation. Bonus compensation will be determined as
a percentage of the base salary of the Senior Executive for the relevant year
based on (i) the actual consolidated net earnings before tax of Xxxxx ("Xxxxx'x
Results") compared with the budgeted consolidated net earnings before tax of
Xxxxx ("Xxxxx'x Budgeted Results") and (ii) the actual consolidated net
earnings before tax of the Corporation ("Corporation's Results") compared with
the budgeted consolidated net earnings before tax of the Corporation
("Corporation's Budgeted Results") in accordance with the following formula:
6.1 Bonus Entitlement based on Consolidated
Net Earnings Before Tax of Xxxxx
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XXXXX'X RESULTS AS A BONUS ENTITLEMENT AS
PERCENTAGE OF XXXXX'X A PERCENTAGE OF
BUDGETED RESULTS BASE SALARY
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<100% 0%
100% to <105% 7.50%
105% to <110% 8.75%
110% to <115% 10.00%
115% to <120% 11.25%
120% to <125% 12.50%
125% to <130% 13.75%
130% or more 15.00%
6.2 Bonus Entitlement based on Consolidated
Net Earnings Before Tax of the Corporation
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CORPORATION'S RESULTS AS A BONUS ENTITLEMENT AS
PERCENTAGE OF CORPORATION'S A PERCENTAGE OF
BUDGETED RESULTS BASE SALARY
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<100% 0%
100% to <105% 2.50%
105% to <110% 3.75%
110% to <115% 5.00%
115% to <120% 6.25%
120% to <125% 7.50%
125% to <130% 8.75%
130% or more 10.00%
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6.3 Xxxxx'x Budgeted Results and Corporation's Budgeted Results
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"Xxxxx'x Budgeted Results" means the budgeted consolidated net
earnings before tax of Xxxxx approved by Xxxxx'x board of
directors, as the same may be amended by Xxxxx from time to time
for purposes of calculating bonus compensation payable to other
officers of Xxxxx to take into account significant acquisitions
or divestitures which would materially affect Xxxxx'x
performance.
"Corporation's Budgeted Results" means the budgeted consolidated
net earnings before tax of the Corporation approved by the
Corporation's board of directors, as the same may be amended
from time to time by the Corporation for purposes of calculating
bonus compensation payable to other officers of the Corporation
to take into account significant acquisitions or divestitures
which would materially affect the Corporation "performance".
2. Save as amended by Section 1 hereof, the Senior Executive Employment
Agreement is unamended.
3. The Senior Executive Agreement is incorporated by reference into this
Agreement and the Senior Executive Employment Agreement as so amended
constitutes the entire agreement of the Parties hereto with respect
to the subject matter hereof.
4. The Parties have requested that this Agreement be drawn up in the
English language. Les parties aux presentes ont demande que cette
entente soit redigee en anglais.
IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date
first above written.
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XXXXX X. XXXXX
WOOD XXXXX INC.
Per: ------------------------------
Xxxxxx X. XxxXxxxxx, President
