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Exhibit 10.8a
FIRST AMENDMENT
TO
NONQUALIFIED STOCK OPTION AGREEMENT
This First Amendment to the Nonqualified Stock Option Agreement (this
"Amendment") is made and entered into as of the 4th day of January, 2000 by and
between Sovereign Specialty Chemicals, Inc., a Delaware corporation (the
"Company") and Xxxxxx X. Xxxxxx (the "Optionee").
WHEREAS, the Company granted the Optionee a stock option to purchase
shares of Company Common Stock pursuant to the terms and conditions of the
Sovereign Specialty Chemicals, Inc. Stock Option Plan (the "Plan") and the
Nonqualified Stock Option Agreement, dated as of December 29, 1999 (the "Option
Agreement"). Capitalized terms not expressly defined herein shall have the
meanings ascribed to them in the Plan and the Option Agreement; and
WHEREAS, pursuant to Section 3.1 of the Plan, the Committee appointed
to administer the Plan, with the consent of the Optionee, desires to amend the
Option Agreement as set forth in this Agreement to correct a mistake.
NOW, THEREFORE, in consideration of the foregoing and other good and
valuable consideration, the receipt and sufficiency of which are hereby mutually
acknowledged, the parties hereby agree as follows:
1. Section 2.1 of the Option Agreement shall be amended and restated in
its entirety as follows:
"Subject to Section 4 hereof, the Option shall become vested and
exercisable with respect to 1/16th of the number of shares of Common Stock
covered thereby on each March 31, June 30, September 30 and December 31
commencing March 31, 2000 and ending on December 31, 2003."
2. Other than as expressly provided herein, all other terms and provisions of
the Option Agreement shall remain in full force and effect.
3. This Amendment shall be effective as of December 29, 1999.
4. This Amendment may be executed in any number of counterparts, each of which
when so executed and delivered will be deemed an original, and such
counterparts together will constitute one instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as
of the date first above written.
SOVEREIGN SPECIALTY CHEMICALS, INC.
By:_____________________________________
Xxxxx X. Xxxxxxxxx, Vice President
_____________________________________
Xxxxxx X. Xxxxxx