EXHIBIT 10.8.2
The Second Amendment to the Employment Agreement
This Second Amendment dated January 24, 1997 is made between Madison River
Telephone Company, LLC ("Holdings") and Xxxx X. Xxxx, ("Executive") pursuant to
paragraph 11 of the Employment Agreement between Holdings and Executive dated
April 17, 1996 ("Employment Agreement").
1. Section 3.1 of the Employment Agreement shall be amended by adding the
following paragraph 3.11:
"Beginning May 1, 1997 and continuing until the closing of the
Company's First Acquisition Closing Date, Executive shall accrue but
not vest in any base salary compensation. Executive shall accrue his
unvested base salary compensation at the rate of $8,333.33 per month
for full months and pro-rata amount for partial months. Executive
shall vest in his accrued base salary compensation on the First
Acquisition Closing Date. In the event there is no first acquisition
of a business in any form by the Company or the enterprise
contemplated in the LOI is abandoned or terminated, Executive will not
vest in his accrued base salary compensation and Holdings shall not
owe any base salary compensation to Executive and the Executive shall
have no claims for any base salary compensation against Holdings.
Beginning after the First Acquisition Date, Holdings shall pay
Executive a base salary ("Base Salary") at the annual rate of $100,000
under paragraph 3.1 above unless adjusted under paragraph 3.2."
2. Section 7.0 is amended to reflect the new address for Executive:
Xxxx X. Xxxx
All other provisions of the Employment Agreement remain in full force and
effect.
IN WITNESS WHEREOF, Executive and Holdings have caused this Second Amendment to
the Employment Agreement to be executed as of the date first written above.
Madison River Telephone Company, LLC
by: J. XXXXXXX XXXXXXXXXXX
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XXXX X. XXXX
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Executive
