EXHIBIT 10.4
September 30, 2002
Xx. Xxxxxxxxx Xxx
c/o Oxo International Division
World Kitchen (GHC), Inc.
New York, New York
Dear Alex:
Reference is made to that certain Employment Agreement, by and between Xxxxxxxxx
Xxx ("Executive") and WKI Holding Company, Inc. (f/k/a CCPC Holding Company,
Inc.) (the "Company"), dated October 14, 1999 (the "Agreement"). This agreement
(the "Modification Agreement") amends the Agreement upon the terms and
conditions set forth herein.
Executive acknowledges and agrees that the Company and its wholly-owned U.S.
subsidiaries filed voluntary petitions for relief under chapter 11 of the
Bankruptcy Code, 11 U.S.C. Sec.Sec. 101-1330 (the "Bankruptcy Code"), on May 31,
2002 (the "Petition Date"). These cases, which are being jointly administered,
are captioned In re World Kitchen, Inc.,et al., Case No. 02-B21257 (the
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"Cases"), and are pending before the Xxxxxxxxx Xxxx X. Xxxxxxxxxxx in the United
States Bankruptcy Court for the Northern District of Illinois (the "Bankruptcy
Court"). This Modification Agreement does not constitute an assumption of the
Agreement pursuant to section 365 of the Bankruptcy Code. The Company expressly
reserves any right it may have to assume, assume and assign or reject the
Agreement, pursuant to section 365 of the Bankruptcy Code. The Executive
reserves his right to object to any characterization of the Agreement for
purposes of section 365 of the Bankruptcy Code.
Section 1(a) of the Agreement is hereby amended by inserting, in the penultimate
sentence thereof, immediately following "prior to such next Extension Date" and
immediately preceding the period, the following words:
provided, however, that, in respect of the first Extension Date of January
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1, 2003, the Executive and the Company each reserve the right to give the
written notice contemplated by this sentence at the later of (i) 90 days
before such Extension Date and (ii) within sixty (60) days following the
Company's delivery to the Executive of a comprehensive plan relating to his
continued employment with the Company and the last date of such 60-day
period shall constitute an "Extension Date" within the meaning of this
Section 1(a) but, for the avoidance of doubt, shall not affect the timing
of future Extension Dates.
For the avoidance of doubt, the Company and the Executive agree that this
Modification Agreement is made in the ordinary course of business, and the
Company agrees that it will defend its right to enter into this Modification
Agreement. Except as modified herein, the Agreement remains in full force and
effect on the terms and conditions set forth therein.
If you agree with the terms and conditions of this Modification Agreement,
please sign where indicated below, and return one original to the Company.
Sincerely,
WKI Holding Company, Inc.
By: __________________________________
Agreed to:
/s/ Xxxxxxxxx Xxx
Xxxxxxxxx Xxx
