Exhibit (e)(12)
FIRST AMENDMENT
TO
CHANGE IN CONTROL AGREEMENT
Change in Control Agreement, dated February 1, 2000, ("Agreement") between Xxxxx
X. Xxxxxxxxx and Xxxxx International Services Corporation ("Corporation") is
hereby amended at the direction of the Board of Directors of Corporation as
follows:
1. To delete the phrase at Section 2:
"If a Change in Control of the Company shall have occurred while
Executive is still an employee of the Company, and Executive's
employment with the Company is terminated during the two (2) year
period following the date of such Change in Control by reason of a
termination (1) by the Company without Cause, or (2) by Executive
with Good Reason, Executive shall be entitled to the following
severance benefits:"
2. To insert in replacement the phrase at Section 2:
"If a Change in Control of the Company shall have occurred while
Executive is still an employee of the Company, and either
Executive's employment with the Company is terminated during the
period following the date of such Change in Control and December 29,
2000 by reason of a termination (1) by the Company without Cause, or
(2) by Executive with Good Reason, or if the Executive's employment
has not been terminated by December 29, 2000, then the Executive
shall be entitled to the following benefits:"
3. Except as modified herein, all other terms additions and provisions
of the Agreement shall remain in full force and effect.
Effective as of August 2, 2000.
XXXXX INTERNATIONAL SERVICES CORPORATION
BY: /S/ Xxxx X. Xxxxxxxxx /S/ Xxxxx X. Xxxxxxxxx
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