Exhibit 10(www)
ADMINISTRATORS FOR THE
PROFESSIONS, INC. 000 Xxxx Xxxxx Xxxx
Xxxxxxxxx, Xxx Xxxx 00000
Phone: (000) 000-0000, Facsimile: (516) 365-7522
February 5, 2003
VIA UNITED PARCEL SERVICE
Xxxxxxx X. Xxxxxx
000 Xxxx Xxxxx Xxxx
Xxxxxxxxx, XX 00000
Re:
Compensation Payments
Dear Xxxxxxx:
Administrators
for the Professions, Inc. (“AFP”) and you (“Xxxxxx”) are parties to an Employment
Agreement dated as of January 1, 1999 (the “Employment Agreement”). Terms used in
this letter agreement without definition that are defined in the Employment
Agreement have the same meaning in this letter agreement as in the Employment Agreement.
Section
2(d) of the Employment Agreement provides that AFP may at its discretion (by
resolution of AFP’s Board of Directors and upon approval by FPIC Insurance Group, Inc.
(“FPIC”)) pay Xxxxxx additional compensation for outstanding performance (such
compensation payable under Section 2(d) of the Employment Agreement being
hereinafter referred to as “Additional Compensation”). AFP and Xxxxxx acknowledge
and agree that (i) beginning in 2002, AFP and FPIC will annually consider whether any
Additional Compensation is to be paid to Xxxxxx and (ii) all Additional Compensation
paid to Xxxxxx will be credited as a direct dollar for dollar offset against any
amounts that may become due and payable to Xxxxxx under Section 2(g) of the
Employment Agreement, whether as a Special Performance Incentive, a Partial
Incentive, a Remainder Incentive or otherwise (“Section 2(g) Payments”). AFP and
Xxxxxx each acknowledge hereby that no Section 2(g) Payments currently are due.
Except
as specifically provided in this letter agreement, the Employment Agreement remains
in full force and effect in accordance with its terms.
AFP
and Xxxxxx have acknowledged their agreement to the terms set forth in this letter by
executing this letter in the below indicated spaces.
(Signatures continue on
next page)
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