EXHIBIT 10.5
PITTWAY CORPORATION
DECEMBER 31, 1995
FORM 00-X
XXXXXX XXXXXXXXX AND AMENDMENT
Reference is made to the Agreement of Employment dated
July 1, 1990, as extended and amended by the Extension and
Amendment dated as of June 30, 1992, the Second Extension and
Amendment dated as of December 31, 1993 and the Third Extension
and Amendment dated as of December 31, 1994, by and between
Penton Publishing, Inc. (the "Corporation") and Xxx X. Xxxxxx
("Xxxxxx") (as so extended and amended, the "Agreement").
The Agreement provides that the "term of employment"
thereunder expires on December 31, 1995 unless extended by the
Corporation and Marino.
The Corporation and Marino desire to extend such "term
of employment", and in connection therewith to make certain
amendments to the Agreement.
Accordingly, the Corporation and Marino hereby agree as
follows:
1. Paragraph 1 of the Agreement is amended in its
entirety to read as follows:
"1. This Agreement shall become effective at
12:01 a.m., EDT, on the date hereof and Marino's
employment by the Corporation shall continue until
December 31, 1996 (or such later date as the
Corporation and Marino may agree upon in writing during
the term of employment (as defined below)), unless
earlier terminated by Marino's death or pursuant to
Paragraph 6. The period from the date hereof to and
including the first to occur of December 31, 1996 (or
such later date), the date of Marino's death, or the
date of termination pursuant to Paragraph 6, is herein
referred to as the "term of employment"."
2. The first sentence of Paragraph 3 of the
Agreement is amended in its entirety to read
as follows:
"The Corporation agrees to pay Marino a salary during
the term of employment, which shall be payable in equal
monthly installments at a rate not less than TWO
HUNDRED SEVENTY FIVE THOUSAND DOLLARS ($275,000.00) per
year during that portion of the term of employment
occurring prior to December 31, 1992, at a rate not
less than THREE HUNDRED FIVE THOUSAND DOLLARS
($305,000.00) per year during that portion of the term
of employment occurring after December 31, 1992 and
prior to December 31, 1993, at a rate not less than
THREE HUNDRED FIFTEEN THOUSAND DOLLARS ($315,000.00)
per year during that portion of the term of employment
occurring after December 31, 1993 and prior to December
31, 1994, at a rate not less than THREE HUNDRED THIRTY
THOUSAND DOLLARS ($330,000.00) per year during that
portion of the term of employment occurring after
December 31, 1994 and prior to December 31, 1995, and
at a rate not less than THREE HUNDRED FIFTY THOUSAND
DOLLARS ($350,000.00) per year during any portion of
the term of employment occurring after December 31,
1995."
IN WITNESS WHEREOF, the undersigned have executed this
Fourth Extension and Amendment as of December 31, 1995.
PENTON PUBLISHNG, INC.
By: /s/King Harris
As Its: Vice President
/s/ Xxx X. Xxxxxx
Xxx X. Xxxxxx
