AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT AGREEMENT
EXHIBIT 10.9(b)
AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT AGREEMENT
THIS AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) by and between Mylan
Laboratories Inc., a Pennsylvania corporation (the “Company”) and Xxxxxx X. Xxxxxxxx (the
“Executive”), is made as of April 3, 2006.
WHEREAS, the Company and the Executive are parties to that certain Executive Employment
Agreement dated as of July 1, 2004 (the “Agreement”);
WHEREAS, the Company and the Executive wish to amend and extend the Agreement, effective as of
April 1, 2006, as set forth below;
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are
hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows:
| 1. | Section 2 of the Agreement is hereby deleted and replaced in its entirety to read as follows: |
“Effective Date; Termination of Employment. This Agreement shall commence and be effective as
of the date hereof and shall remain in effect, unless earlier terminated or extended or
renewed, as provided in Section 8 of this Agreement, through March 31, 2007.”
| 2. | The following proviso is hereby added to the end of the final sentence of Section 8(d) of the Agreement: |
“provided, however, that such consideration, compensation, and benefits shall be reduced by any
benefits that the Executive or the Executive’s estate or beneficiaries are entitled to pursuant
to plans or arrangements of the Company.”
| 3. | The following is hereby added as Section 8(h) of the Agreement: |
“Section 409A. Notwithstanding anything to the contrary in this Agreement, the payment of
consideration, compensation, and benefits pursuant to this Section 8 shall be interpreted and
administered in manner intended to avoid the imposition of additional taxes under Section 409A
of the Internal Revenue Code.”
| 4. | This Amendment shall be governed by, interpreted under and construed in accordance with the laws of the Commonwealth of Pennsylvania. | ||
| 5. | This Amendment may be executed in counterparts, each of which shall be an original and all of which shall constitute the same document. |
| 6. | Except as modified by this Amendment, the Agreement is hereby confirmed in all respects. |
IN WITNESS WHEREOF, this Amendment has been duly executed and delivered as of the date and the
year first written above.
| MYLAN LABORATORIES INC. | ||||||
| By: | /s/ Xxxxxx X. Xxxxx | |||||
| Name: Xxxxxx X. Xxxxx | ||||||
| Title: Vice Chairman and CEO | ||||||
| EXECUTIVE | ||||||
| /s/ Xxxxxx X. Xxxxxxxx | ||||||
| Xxxxxx X. Xxxxxxxx | ||||||
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