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EXHIBIT 10.7.2
Hand Delivered
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Personal and Confidential
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May 19, 1998
Mr. Xxxx Xxxx, President
Xxxxxx Xxxxxx Industries division
of Bacou USA Safety, Inc.
0000 Xxxxxxxxxx Xxxx
Xxx Xxxxx, XX 00000
Dear Xxxx:
When countersigned by you in the space provided below, this letter will amend
your Employment Agreement dated February 27, 1998 with Bacou USA Safety, Inc.
(the "Agreement"). This Amendment is provided in fulfillment of your request on
Friday, April 24, 1998 at the offices of Bacou USA, Inc. in Smithfield, Rhode
Island. Effective upon execution of this letter agreement by you, the Agreement
is amended as follows:
1. You resign the office of President and Chief Operating Officer of Bacou USA
Safety, Inc. ("Safety"), continuing with the office of President of the Xxxxxx
Xxxxxx Industries division of Safety until the end of your term of employment.
Your term of employment shall end on December 31, 1998, subject to the right of
Safety to place you on a paid leave of absence at any time after May 19, 1998.
2. Notwithstanding the termination of your employment effective December 31,
1998, Safety agrees to pay you salary at the rate of $400,000 per annum at
normal payroll intervals and two bonuses, one in the amount of $416,666.67 by
the end of February 1999 and another in the amount of $500,000 by the end of
February 2000. In consideration of the payments made by Bacou as set forth
above, you agree (a) that you will be bound by and comply with Sections 6, 7, 8
and 9 of the Agreement as if you were an employee of Safety until February 28,
2000; and (b) you will reasonably cooperate in making a smooth transition to a
new division President of our choice.
3. Payment of salary and bonus as provided in the preceding paragraph shall
fulfill all monetary obligations of Bacou USA, Inc. and its subsidiaries and
affiliates, including but not limited to those arising under the Agreement, and
shall serve as full, complete and final
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Mr. Xxxx Xxxx
May 19, 1998
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settlement of all claims for severance benefits, vacation pay, fringe benefits
or other payments of any kind (except you shall remain entitled to the
reimbursement of reasonable and necessary business travel expenses incurred
prior to the end of the Term).
4. In all other respects, the Agreement remains in full force and effect.
Sincerely,
/s/ Xxxxxx Xxxxxx /s/ Xxxxxx X. Xxxx
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Xxxxxx Xxxxxx Xxxxxx X. Xxxx
Vice Chairman, President and CEO Executive V.P. and CFO,
Bacou USA, Inc. and Chairman and Bacou USA, Inc. and Vice
CEO, Bacou USA Safety, Inc. Chairman, Secretary and
Treasurer, Bacou USA Safety, Inc.
ACCEPTED AND AGREED:
/s/ Xxxx Xxxx
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Xxxx Xxxx
