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Exhibit 10.61
AMENDMENT TO OPTION AGREEMENT
AMENDMENT made this 1st day of July, 1998, by and between Hadco
Corporation, a Massachusetts corporation with a usual place of business in
Salem, New Hampshire (hereinafter the "Company"), and Xxxxxx X. Xxxxx, of Rye,
New Hampshire (hereinafter the "Optionee"), to the Option Agreement between the
parties dated February 26, 1997 in which the Optionee was granted options for
Forty Thousand (40,000) shares of Hadco Corporation Common Stock.
WHEREAS, both parties consider the Optionee's stock option arrangements
with the Company to be an integral part of his compensation package; and
WHEREAS, the Company has recently reviewed compensation arrangements
with its top management; and
WHEREAS, the Company and the Optionee have agreed upon a revised
provision with respect to the retirement of the Optionee.
NOW, THEREFORE, in consideration of the premises and other mutual
covenants contained herein, it is agreed between the parties as follows:
1. To strike Section 2(c)(1) and substitute therefor new Section
2(c)(1) as follows: "Any unvested or unexercised option granted hereunder shall
terminate and become void at midnight on the thirtieth (30th) day after the
Optionee's employment with the Company is terminated for any reason other than
disability, death, or retirement after age 61, but in no event may the option be
exercised later than the specified expiration date of the option."
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2. To strike Section 2(c)(3) and substitute therefor new Section
2(c)(3) as follows: "In the event the employment of the Optionee terminates by
reason of retirement from the Company after Optionee has reached age 61, any
option granted hereunder shall continue to vest and become exercisable on the
same schedule as set forth in Section 2(a) and shall expire on the same date as
provided in Section 2(b) hereof."
3. Except as specifically set forth herein, the original terms
and provisions of the Option Agreement of February 26, 1997 (unless otherwise
changed or amended by operation of amendment of the November 29, 1995 Hadco
Stock Option Plan) between the parties are hereby ratified and confirmed.
IN WITNESS WHEREOF, the parties have executed this Agreement on the
date first above written.
Hadco Corporation
/s/ Xxxxxxxx Xxxxxxx By: /s/ Xxxxxx X. Xxxxxx
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Witness
/s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxxxx X. Xxxxx
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Witness Xxxxxx X. Xxxxx
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