FIRST AMENDMENT TO
AMENDED AND RESTATED
EMPLOYMENT AGREEMENT
THIS FIRST AMENDMENT (this "FIRST AMENDMENT") TO AMENDED AND RESTATED
EMPLOYMENT AGREEMENT is entered into as of this 1st day of April, 1998, by and
between MICROAGE, INC., a Delaware corporation (the "COMPANY") and Xxxxxxxxxxx
X. Xxxxxx ("EXECUTIVE").
RECITALS:
WHEREAS, the Company and Executive entered into an Amended and Restated
Employment Agreement, dated as of November 4,1996 (the "EMPLOYMENT AGREEMENT");
and
WHEREAS, the Company and Executive desire to amend the Employment
Agreement;
NOW, THEREFORE, in consideration of the premises, and for other valuable
consideration, the sufficiency of which is hereby acknowledged by each of the
parties hereto, the parties hereby agree as follows:
AGREEMENT:
SECTION 1. AMENDMENT TO EMPLOYMENT AGREEMENT.
The first sentence of Section 1.2 of the Employment Agreement is hereby
amended in its entirety to read as follows:
"(a) Executive shall serve as President of Pinacor, Inc., the
Company's distribution subsidiary (or in a capacity and with a title of at
least substantially equivalent quality)."
SECTION 2. EFFECTIVENESS.
This First Amendment will become effective as of April 1,1998.
SECTION 3. MISCELLANEOUS.
A. Full Force and Effect.
Except as expressly provided in this First Amendment, the Employment
Agreement will remain unchanged and in full force and effect.
B. Counterparts.
This First Amendment may be executed in any number Qf counterparts, all of
which taken together will constitute one and the same instrument, and any of the
parties hereto may execute this First Amendment by signing any such counterpart.
A. Arizona Law.
It is the intention of the parties that the laws of Arizona will govern the
validity of this First Amendment, the construction of its terms, and the
interpretation of the rights and duties of the parties.
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment
as of the date first above written.
Company:
MICROAGE, INC.
By: /s/ Xxxxxxx X. XxXxxxxx
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Xxxxxxx X. XxXxxxxx
Chairman of the Board and
Chief Executive Officer
Executive:
/s/ Xxxxxxxxxxx X. Xxxxxx
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Xxxxxxxxxxx X. Xxxxxx