Exhibit 10.4
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AMENDMENT TO SEVERANCE AND CHANGE OF CONTROL AGREEMENT
This Amendment to the Severance Agreement (this
"Amendment"), effective as of March 31, 2005, is entered into by and between
Packaging Dynamics Corporation (the "Company") and Xxxxx X. Xxxxxxx (the
"Executive").
WHEREAS, the Company and the Executive are parties to that
certain Severance and Change of Control Agreement, dated as of January 23,
2003 (the "Severance Agreement"); and
WHEREAS, the Company and the Executive wish to amend the
Severance Agreement in connection with the Appointment.
NOW, THEREFORE, in consideration of the foregoing premises
and for good and valuable consideration, the receipt of which is hereby
acknowledged, the parties hereto agree as follows:
1. Amendments to the Severance Agreement.
(a) Section 2(b)(iii)(x) is hereby amended by deleting the word
"second" the first time it occurs and replacing it with the word
"third."
2. Governing Law. This Amendment shall be governed, construed,
interpreted, and enforced in accordance with the substantive laws of
the State of Illinois.
3. Counterparts; Effectiveness. This Amendment may be signed in any
number of counterparts, each of which shall be an original, with the
same effect as if the signatures thereto and hereto were upon the
same instrument. This Amendment shall be effective as of March 31,
2005 when each party hereto shall have received a counterpart hereof
signed by the other party hereto.
IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be duly executed as of this 31st day of March, 2005.
PACKAGING DYNAMICS CORPORATION
By: /s/ Xxxxxxx X. Xxxxxxxxx
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Name: Xxxxxxx X. Xxxxxxxxx
Title: VP & CFO
By: /s/ Xxxxx X. Xxxxxxx
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XXXXX X. XXXXXXX, individually
