EXHIBIT 10.3
MIDWAY GAMES INC.
0000 XXXX XXXXXX XXXXXX
XXXXXXX, XX 00000
June 29, 2004
Xx. Xxxx X. Xxxxxxxx
000 Xxxxx Xxxxxxxx Xxxx
Xxxx Xxxxxx, XX 00000
Dear Xx. Xxxxxxxx:
Reference is made to the Severance Agreement between Midway Games Inc.
and you dated May 6, 2003 (the "Severance Agreement"). Capitalized terms used
herein and not otherwise defined shall have the same meaning ascribed to such
terms in the Severance Agreement.
The Severance Agreement is hereby amended, effective June 9, 2004, to
delete Section 9 thereof in its entirety and to add a new Section 9 which reads
as follows:
"9. OPTIONS. The parties acknowledge that there are no options
to be purchased by Midway pursuant to Section 9(b) of the
Employment Agreement and that all Midway options held by
Xxxxxxxx ("Xxxxxxxx Stock Options") shall remain in effect in
accordance with their terms. If Xxxxxxxx is no longer a member
of Midway's Board of Directors while any Xxxxxxxx Stock
Options remain outstanding (the date of such occurrence being
hereafter referred to as the "Director Termination Date"), all
such outstanding Xxxxxxxx Stock Options that are
out-of-the-money on the Director Termination Date shall,
without further action on the part of Midway or Xxxxxxxx, be
modified, effective on the date preceding the Director
Termination Date, as follows: (i) all unvested
out-of-the-money Xxxxxxxx Stock Options shall become vested on
the Director Termination Date, and (ii) the period during
which any out-of-the-money Xxxxxxxx Stock Option may be
exercised shall continue from the Director Termination Date
until the original expiration date of such option. For
example, if a ten year option had been granted to Xxxxxxxx on
February 12, 2000, the original expiration date of such option
would be February 12, 2010. All Xxxxxxxx Stock Options that
are not out-of-the-money shall not be modified. An
out-of-the-money stock
option shall be any Xxxxxxxx Stock Option with respect to
which the option exercise price is equal to or greater than
the closing price of Midway Common Stock on the New York
Stock Exchange on the Director Termination Date."
As additional consideration for your agreement to the foregoing, Midway
is immediately paying to you the amount of $277,235.
Midway confirms that all provisions of your Employment Agreement
relating to your obligations not to compete with Midway or not to solicit
employees of Midway, including Section 8(a) of your Employment Agreement, have
expired and you have no obligations thereunder.
It is understood that you will have no obligation to serve Midway as a
consultant or advisor after the Director Termination Date.
In all other respects, the Severance Agreement shall remain in full
force and effect.
If the foregoing correctly sets forth your understanding, please sign
this letter in the place provided below.
Very truly yours,
MIDWAY GAMES INC.
By: /s/ XXXXX X. XXXXXX
-----------------------
Name: Xxxxx X. Xxxxxx
Title: President
Accepted and Agreed to:
/s/ XXXX X. XXXXXXXX
--------------------
Xxxx X. Xxxxxxxx
