Exhibit 10.16
AMENDEMENT NO. 2
TO
EMPLOYMENT AGREEMENT
--------------------
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT, dated March 31, 1997, by and
between DEL LABORATORIES, INC., a Delaware corporation (the "Corporation"), with
principal offices at 000 Xxxxx Xxxxxx Xxxx, Xxxxxxxxxxx, Xxx Xxxx, and XXX X.
XXXXXXX (the "Executive"), residing at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx.
W I T N E S S E T H:
--------------------
WHEREAS, Executive and the Corporation are parties to an employment
agreement dated as of November 13, 1992 and an amendment thereto dated march 21,
1994 (collectively, the "Employment Agreement") pursuant to which Executive is
serving as Chairman of the Board, President and Chief Executive Officer of the
Corporation for a term expiring on December 31, 2003 at a current Minimum Salary
(as defined in the Employment Agreement) of $674,000; and
WHEREAS, Section 2 (b) of the Employment Agreement provides for the
repayment of certain loans made by the Corporation to the Executive in
accordance with the amortization schedules set forth therein, and further
provides for forgiveness of certain of such loans in the event of the
Executive's
Continued employment with the Corporation or under certain other circumstances;
and
WHEREAS, the Corporation and the Executive desire to amend the
Employment Agreement, effective January 1, 1997, to (i) extend the term of the
Employment Agreement to December 31, 2005, (ii) revise the Minimum Salary under
the Employment Agreement to $688,000 and (iii) amend the terms on which the
loans referred to in Section 2(b) of the Employment Agreement will be repaid
and/or forgiven.
NOW, THEREOFRE, in consideration of the premises and mutual promises
and agreements hereinafter set forth, it is agreed as follows:
(1) The first sentence of Section 1(a) of the Employment Agreement
shall be deemed amended to read as follows:
"The Corporation hereby employs Executive as its Chairman of the
Board of Directors, President and Chief Executive Officer and the
Executive hereby accepts such employment with the Corporation for a
term commencing on the date of this Agreement and expiring on
December 31, 2005."
(2) The second sentence of Section 2(a) of the Employment Agreement
shall be deemed amended to read as follows:
"The Minimum Salary shall be $688,000 as of January 1, 1997."
2
(3) Section 2(b)(i) of the Employment Agreement shall be deemed amended
to read in its entirety as follows:
"(b)(i) As of January 1, 1997, the Executive is indebted to the
Corporation in the principal amount of $1,622,250 (the "Existing
Balance"), which is the remaining principal balance, as of that
date, of loans made by the Corporation to the Executive in 1984,
1988 and 1990 (the "Prior Loans"). Subject to the provisions of
subparagraph (iii) below, the Existing Balance is to be repaid as
follows:
Principal Due Date Amount Due
----------------- ----------
January 20, 1997 140,000.00
January 20, 1998 140,000.00
January 20, 1999 140,000.00
January 20, 2000 140,000.00
January 20, 2001 140,000.00
January 20, 2002 140,000.00
January 20, 2003 140,000.00
January 20, 2004 140,000.00
January 20, 2005 140,000.00
January 20, 2006 362,250.00"
(4) Section 2(b)(iii) of the Employment Agreement shall be deemed
amended to read in its entirety as follows:
3
"(iii) Notwithstanding anything to the contrary set forth in (i)
above, the Corporation agrees to forgive any principal and interest payments
required to be made in respect of the Existing Balance as provided in (i)
above so long as the Executive is employed by the Corporation under this
Agreement at the time any such payment is due or he is serving as a
consultant to the Corporation pursuant to Section 1 (d) hereof. Furthermore,
the Corporation may, but is not required to, forgive in any calendar year
amounts in excess of the principal and interest payments due during that
year; provided however, that the Corporation shall in no event forgive,
during any calendar year other than 2006, in excess of an aggregate of
$360,000 of principal and interest. In the event the Corporation forgives in
any year any principal amount in excess of the principal required to be paid in
that year as set forth in subparagraph (i) above, such excess amount shall be
applied to the principal payments in the inverse order in which they are due."
(5) Section 9(a)(v) of the Employment Agreement shall be deemed amended
to read in its entirety as follows:
4
"(v) In the event this Agreement expires without the negotiation of
a new contract of employment, or employment continues on and after December 31,
2005, without negotiation of a new agreement and thereafter terminates at any
time and for any reason, the Corporation shall pay the Executive the Deferred
Compensation commencing on the Termination Date."
(6) In all other respects, the Employment Agreement shall remain in
full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
the date first above written.
DEL LABORATORIES, INC.
By: /s/ Xxxxxx X. Xxxxxx
--------------------
Name: Xxxxxx X. Xxxxxx
Title: Secy
/s/ Xxx X. Xxxxxxx
-----------------------
Xxx X. Xxxxxxx
5
