EXHIBIT 10.25
THIRD AMENDMENT TO EMPLOYMENT AGREEMENT
This Third Amendment to Employment Agreement (the "Third Amendment") is
made this _____ day of August, 2002, by and between Caraco Pharmaceutical
Laboratories Ltd. (the "Company") and Xxxxxx Xxxxxxxxxx (the "Employee").
RECITALS
The Company and Employee entered into that certain Employment Agreement
dated October 22, 1993, which was amended by that certain Amendment to
Employment Agreement dated April 1, 1997 and by that certain Renewal to
Employment Agreement dated January 1, 1999 (together the "Employment
Agreement").
Both parties are desirous of extending the term of the Employment
Agreement and of modifying certain of its terms.
NOW, THEREFORE, in consideration of the premises and covenants herein
contained, the parties covenant and agree as follows:
1. Term. Unless terminated earlier in accordance with Section 7 of the
Employment Agreement, or renewed as provided for herein, the term of
the Employment Agreement, which currently continues through December
31, 2002, shall be extended for a period of five (5) years commencing
January 1, 2003 and ending on December 31, 2007. The Employment
Agreement, as amended, shall automatically renew for successive
one-year periods at the end of the five (5) year term provided herein,
subject, however, to ninety (90) days written notice of termination by
either party hereto prior to the commencement of any such renewal
period. The terms and conditions of the Employment Agreement, as
amended, shall apply during any such renewal period.
2. Compensation. The Company shall pay the Employee an annual salary of
$129,800 subject to all applicable withholdings for services rendered
as the Company's Senior Vice President - Technical. The Employee's base
salary shall be reviewed annually and may be adjusted based on
performance and other relevant factors deemed reasonable by the
Company.
3. Termination by Employee for "Cause". Sub-paragraphs 7(d)(i)(a) and (b)
of the Employment Agreement are hereby amended by changing the
applicable period over which the severance package is to be paid from
twelve (12) months to six (6) months. Except for this change, the
provisions of sub-paragraph 7(d) of the Employment Agreement continue
in full force and effect.
4. Disability. The second sentence of Section 7(b) is hereby deleted and
replaced by the following: "For purposes of this Agreement, the
Disability of Employee shall mean an illness, injury, or physical or
mental condition of the Employee occurring for a period of any ninety
(90) or more days out of a one hundred and eighty (180) day period
which results in the Employee's inability during such period to perform
substantially all of his regular duties to the Company.
5. Existing Employment Agreement. Except as modified hereby by this Third
Amendment, the terms and conditions of the Employment Agreement shall
continue in full force and effect.
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IN WITNESS WHEREOF, the Employee and the Company have executed this
Third Amendment on the date first above written.
CARACO PHARMACEUTICAL LABORATORIES LTD
a Michigan corporation
By: /s/ Xxxxxxxx X. Xxxxxx
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Xxxxxxxx X. Xxxxxx, Chief Executive Officer
/s/ Xxxxxx Xxxxxxxxxx
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Xxxxxx Xxxxxxxxxx
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