AMENDMENT NO. 1 TO CHANGE IN CONTROL AGREEMENT
AMENDMENT
NO. 1
TO
This AMENDMENT NO. 1 (“Amendment”) to
Change in Control Agreement (the “Agreement”) is made as of the 1st day
of January 2010 between KAMAN CORPORATION, a Connecticut corporation (the
“Company”) and XXXXXXX X. XXXXXXXXX (“Executive”).
W I T N E
S S E T H:
WHEREAS,
the Company and the Executive have entered into the Agreement, dated as of
November 17, 2008; and
WHEREAS,
the Company and the Executive desire to amend the Agreement;
NOW
THEREFORE, in consideration of the foregoing, of the mutual promises contained
herein and of the other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as
follows:
1. A new sentence is
added to Section 15 of the Agreement as the first sentence thereof, as
follows: “Except as specifically provided in this Agreement, this
Agreement shall not affect the respective rights and obligations of the Company
and the Executive under the Executive Employment Agreement.”
2. Capitalized
Terms. Capitalized terms not otherwise defined in this Amendment
shall have the meaning ascribed to them in the Agreement.
3. Full Force and
Effect. As modified by this Amendment, the Agreement shall
remain in full force and effect.
IN
WITNESS WHEREOF, the parties have executed this Amendment.
| KAMAN CORPORATION | ||
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By:
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/s/ Xxxxxxx
X. Xxxxx
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Its:
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Senior
Vice President, Chief Legal Officer
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and
Secretary
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Date:
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February
23, 2010
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XXXXXXX
X. XXXXXXXXX
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/s/ Xxxxxxx
X. Xxxxxxxxx
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Date: February
23, 2010
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