AMENDMENT NO. 2
TO
EMPLOYMENT AGREEMENT
BETWEEN
HEALTHCARE IMAGING SERVICES, INC. AND XXXXXXX X. XXXXXX
AGREEMENT, dated as of January 30, 1997, between HEALTHCARE IMAGING
SERVICES, INC., a Delaware corporation ("HIS"), and XXXXXXX X. XXXXXX ("EHV").
W I T N E S S E T H :
WHEREAS, HIS and EHV are parties to an employment agreement, dated as
of October 22, 1991, as amended by Amendment No. 1 dated as of February 1, 1996
(the "Employment Agreement;" all capitalized terms used herein but not
otherwise defined herein shall have the respective meanings ascribed thereto in
the Employment Agreement); and
WHEREAS, HIS and EHV wish to extend the term of the Employment
Agreement upon the terms and subject to the conditions set forth herein.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained and for other good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the parties hereto agree as follows:
1. Section 2 of the Employment Agreement is hereby amended to extend
the Term for an additional one (1) year (the "Extended Term") and, accordingly,
the Employment Agreement shall terminate on October 22, 1998. All references to
"Term" in the Employment Agreement shall be deemed to include the Extended
Term. During the Extended Term, EHV's base annual salary, payable at such
intervals as the other senior executives of HIS are paid, shall remain at
$100,000.
2. Except as set forth herein, the Employment Agreement shall remain
in full force and effect.
3. This Agreement shall bind and inure to the benefit of the parties
hereto, and their respective successors, assigns, heirs and personal
representatives.
4. The validity, interpretation, construction, performance and
enforcement of this Agreement shall be governed by the internal laws of the
State of New Jersey, without regard to its conflicts of law rules.
5. This Agreement may be executed in one or more counterparts, which
together shall constitute one agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first written above.
HEALTHCARE IMAGING SERVICES, INC.
By: /s/ Xxxxxxx X. Xxxxxx
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Name:
Title:
/s/ Xxxxxxx X. Xxxxxx
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XXXXXXX X. XXXXXX
2
