EXHIBIT 6
AMENDMENT, EFFECTIVE MAY 15, 1998, TO EMPLOYMENT AGREEMENT
DATED DECEMBER 21, 1992 WITH XXXXX X. XXXXXXXX
ARTICLE IV
COMPENSATION
4.2 Severance Payments. If Xxxxxxxx is terminated at any time after the
term of this Agreement (of December 21, 1992) for any reason other than pursuant
to Sections 3.2(b), 3.2(c) or 3.2(d), the Company agrees that it will pay
Xxxxxxxx a lump sum payment equal to his annual compensation, inclusive of base
salary and management bonus, averaged over the prior three calendar years,
within thirty (30) days of the date his employment terminates, plus two
additional lump sum payments, each of the same amount as the first payment, on
the ensuing two anniversary dates of his termination. In the event of a "Change
of Control" as defined in Section 1.2, for each $1.00 per share of common stock
in excess of an equivalent $14.00 per share purchase price by an acquiring
entity of a controlling interest of UM's common stock, of for each portion of
$1.00 above the $14 threshold price, each annual lump sum severance payment
shall be increased by Twenty-Five Thousand Dollars ($25,000), or applicable
proration thereof.
The other surviving applicable provisions of the Agreement including ARTICLE I,
DEFINITIONS, shall continue to apply.
