EXHIBIT 10.13(b)
AMENDMENT TO EMPLOYMENT AGREEMENT DATED MAY 14,1996
BY AND BETWEEN
RURAL CELLULAR CORPORATION
AND
XXXXXX X. XXXXXXX
THIS AMENDMENT entered into this 18th day of December, 1996, by and
between Rural Cellular Corporation ("RCC" or "Company") and Xxxxxx X. Xxxxxxx
(the "Employee").
WHEREAS, RCC and the Employee entered into a written Employment
Agreement on May 14, 1996 (the "Employment Agreement");
WHEREAS, pursuant to Section 14 of the Employment Agreement, RCC and the
Employee desire to amend the Employee's Employment Agreement to extend the
term of the
Agreement and to increase certain payments to Employee in the event of a
change in control of RCC;
NOW, THEREFORE, it is AGREED as follows:
1. The Employee's term of employment, as set forth in Section 5 of the
Employment Agreement, is hereby extended to December 31, 1999.
2. The amount to be paid to the Employee in the event of the involuntary
termination of his employment, absent Just Cause, in connection with, or within
twelve (12) months after, any change in control of RCC, as stated in Section 1 l
(a) of the Employment Agreement, shall be equal to the product of 2.99 times the
Employee's "base amount" as defined in Section 28OG(b)(3) of the Internal
Revenue Code of 1986, as amended (the "Code") and the regulations promulgated
thereunder.
3. Capitalized terms used but not defined herein shall have the meanings
ascribed to such terms in the Employment Agreement.
4. All other terms, conditions and provisions of the Employment Agreement
remain in full force and effect.
RURAL CELLULAR CORPORATION
/s/ Xxxxxxx X. Xxxxxxxx
-------------------------
BY: Xxxxxxx X. Xxxxxxxx
President/Chief Executive Officer
/s/ Xxxxxx X. Xxxxxxx
---------------------
Xxxxxx X. Xxxxxxx
