Exhibit 10.25
[LOGO]
CASTLE BRANDS
August 4, 2005
Mr. Xxxxx Xxxxxx
Executive Vice President, Castle Brands Inc.
Managing Director, Castle Brands Spirits Group Limited
Victoria House
Haddington Road
Dublin 4
Ireland
Dear Xxxx:
Based on our letter agreement of August 4, 2005 (the "Agreement"), we have
mutually agreed that you will become a consultant to Castle Brands Inc. ("CBI"),
effective October 1, 2005, on the terms outlined in the accompanying Agreement.
This supplemental consulting agreement has been drafted to clarify several
items, at the request of our Irish Counsel.
1. CONSULTING STATUS - As a consultant, you will no longer be an employee, as
it relates to Irish tax, employment law or employment benefits.
2. TAX RELEASE - As a consultant, you will assume the responsibility for any
employment taxes, income taxes or other levies that may become due as a
result of your consulting, but with the understanding that we will
reimburse you for any VAT payments, to the extent that you are required to
charge VAT.
3. RELEASE - As a consultant, you accept payment under the Agreement, in full
payment and satisfaction of all of your claims, rights and interests
against CBI, its subsidiaries and affiliates, except for any vested
benefits under any employment benefit plan(s) to which you may be entitled,
and you hereby release and forever discharge CBI, its subsidiaries and
affiliates and their respective past and present officers, directors,
employees, representatives, agents, attorneys, successors and assigns from
all claims and liabilities of any nature, including but not limited to all
actions, causes of actions, suits, debts, sums of money, attorneys' fees,
costs or other claims whatsoever, known or unknown, at law or in equity,
that you now have or will ever have arising out of any event, action or
inaction occurring prior to or on the effective date of the Agreement.
Without limiting the generality of the foregoing, you specifically release
and discharge any and all claims and causes of action arising from your
employment at CBI arising out of all applicable Irish or United States laws
and regulations.
Mr. Xxxxx Xxxxxx
August 4, 2005
Page 2
We look forward to working with you in this new relationship. Please indicate
your acceptance of the terms hereof by signing and returning the enclosed copies
of the Agreement and this letter, which will become effective upon execution.
Very best regards,
Castle Brands Inc. Castle Brands Spirits Group Limited
By: /s/ Xxxx Xxxxxxx By: /s/ Xxxxxxx XxxXxxxxxx
--------------------------------- ----------------------------------------
Name: Xxxx Xxxxxxx Name: Xxxxxx XxxXxxxxxx
Title: Chairman and CEO Title: Chief Financial Officer
Accepted and agreed
as of the date first written above:
/s/ Xxxxx Xxxxxx
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Xxxxx Xxxxxx