EXHIBIT 10.2(b)
October 30, 1998
Innovative Valve Technologies, Inc.
0 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Attn: Compensation Committee
Re: AMENDED AND RESTATED EMPLOYMENT AGREEMENT OF XXXXXXX X. XXXXXX
DATED OCTOBER 15, 1997 (THE "EMPLOYMENT AGREEMENT")
Gentlemen:
The purpose of this letter is to evidence our mutual understanding and agreement
as to the following matters:
1. Effective October 12, 1998, I have unilaterally and temporarily reduced
my salary under the Employment Agreement until further notice (as
contemplated below) by one-half to help improve the Company's earnings
and cash flow and to illustrate a leadership position and encourage
other employees of the Company to make commitments to help company
performance. Although I am forever waiving the rights to such salary
reduction that has accrued but been unpaid after such date, such
reduction shall not be deemed a breach of the Employment Agreement by
the Company. This reduction is expected to be a temporary reduction
which shall remain in effect on a quarterly basis until I provide the
Company the notice contemplated in the next sentence. I reserve the
right to prospectively reinstate my full salary at any time and for any
reason by providing the Compensation committee with notice prior to the
commencement of any calendar quarter of my election to reinstate my
full salary.
2. We have mutually agreed that Xxxxxxx X. Xxxxxxxx will prospectively be
elected and serve as President of the Company and the first sentence of
Section 2 of the Employment Agreement shall upon such election be
modified to delete the reference to my service as President. Such
reduction in my titles and responsibilities shall in no way be a breach
of the Employment Agreement by me, or trigger any compensation or
payments to me from the Company or result in any right by me to
terminate the Employment Agreement.
3. Except as otherwise expressly set forth above, the Employment Agreement
shall remain in full force and effect and I shall be fully entitled to
any and all compensation, termination payments and any other benefits
whatsoever available to me under the Employment Agreement.
Please evidence the Committee's agreement with the foregoing by executing the
acknowledgment set forth below.
Very truly yours,
Xxxxxxx X. Xxxxxx
AGREED AND ACCEPTED THIS 11th DAY OF JANUARY
COMPENSATION COMMITTEE OF THE BOARD
OF DIRECTORS
By:___________________________
Xxxxxx X. Xxxxxx, Chairman