Exhibit 10.4
NORTEL NETWORKS LIMITED
0000 Xxxxx Xxxx, Xxxxx 000
Xxxxxxxx, Xxxxxxx X0X 0X0
Xxxxxx
February 28, 2002
PERSONAL AND CONFIDENTIAL
Xxxxxxxx X. XxXxxx, Esq.
Xxx Xxxxxxxxxx Xxxxx, Xxxxx 0X
Xxxxx Xxxx, Xxxxxxx
X0X 0X0
Dear Nick:
Reference is made to your employment agreement with Nortel Networks Limited
(formerly Northern Telecom Limited, the "Company") dated April 27, 1997 (the
"Employment Agreement").
This will confirm that the Company has extended the terms of Section 3 of the
Employment Agreement so that the Company will continue to "gross-up" your base
salary and annual incentive award such that your after-tax compensation will be
the same as if you were a resident of the State of Connecticut to an annual
maximum of nine percent of your base salary and annual incentive award (the
"Gross-up"). The Gross-up will be effective from June 1, 2000 until March 1,
2002.
The Company will review the payment of the "Gross-up" on an annual basis and
will determine whether the "Gross-up" shall continue for the next calendar year.
Yours truly,
"XXXXXXX X. XXXXXXX"
Xxxxxxx X. Xxxxxxx
Senior Vice-President, Human Resources
I Acknowledge and Agree to the terms and conditions as outlined in this
document.
"XXXXXXXX X. XXXXXX"
-------------------------------------
Xxxxxxxx X. Xxxxxx
