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Exhibit 4(g)
[BACOU USA, INC. LETTERHEAD]
October 24, 1997
Xxxxxx Xxxxxx
000 Xxx Xxxxx Xxxx
Xxxxxxx, XX 00000
Re: First Amendment to Employment Agreement
Dear Xxxxxx:
Reference is made to that certain Employment Agreement between the Corporation
and you dated January 1, 1996 (the "Employment Agreement"). Once agreed and
accepted by you in the space provided below, Section 6(b) of the Employment
Agreement shall be amended to read as follows, effective for 1997 and future
years:
"In addition to the Base Salary, the Employee shall be entitled to receive
an annual incentive compensation payment ("Incentive Compensation") in an amount
calculated as follows:
2.75% of Adjusted EBIT up to $10,000,000
3.25% of Adjusted EBIT over $10,000,000, up to $20,000,000
3.75% of Adjusted EBIT over $20,000,000, up to $30,000,000
4.25% of Adjusted EBIT over $30,000,000
"For purposes of this Agreement, Adjusted EBIT shall mean Bacou's earnings
before interest and taxes, as reported in its consolidated financial statements
for the calendar year for which the computation is made, increased to eliminate
the effects of the following: (i) any accrual for the Employee's Incentive
Compensation; (ii) amortization expense; and (iii) any non-recurring charges
(including but not limited to the non-recurring effects of purchase accounting
treatment of acquisitions such as inventory step-ups and purchased research and
development).
"Incentive Compensation shall be paid by Bacou for any year by the earlier
of ninety (90) days following the last day of such year or ten (10) days after
the amount of such Incentive Compensation has been calculated."
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Xxxxxx Xxxxxx
October 24, 1997
Page 2
All other terms of the Employment Agreement shall remain unchanged and, subject
to the amendment contained herein, the Employment Agreement shall remain in
full force and effect.
Very truly yours,
/s/ Xxxxxxxx Xxxxx
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Xxxxxxxx Xxxxx, Chairman
Agreed and Accepted:
/s/ Xxxxxx Xxxxxx
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Xxxxxx Xxxxxx
