1
Exhibit (10.12) - Amendment to Severance Agreement with Xxxxxxx X.
Xxxxxxx
AMENDMENT TO SEVERANCE AGREEMENT
This Amendment dated August 17, 1998 (the "Amendment") between Comerica
Incorporated, a Delaware corporation (together with its subsidiaries and
affiliated being hereinafter referred to as the "Company"), and Xxxxxxx X.
Xxxxxxx ("Executive") amends that certain Severance Agreement dated as of
the 21st day of December, 1995 (the "Severance Agreement") between the
Company and Executive.
Recitals
--------
1. The Company and Executive entered into the Severance Agreement for the
purpose of inducing Executive to continue his employment with the Company
until February 1, 1999.
2. The Company and the Executive clarified certain provisions in a letter
dated December 21, 1995 (the "December Letter").
3. The Company and the Executive have agreed to extend Executive's
employment with the Company to June 1, 1999 and to include in this
amendment certain provisions contained the December Letter but not in the
Severance Agreement.
Agreement
---------
The Company and Executive agree:
1. The Severance Agreement, effective as of the date first written above,
is hereby amended as follows:
(a) All references to "February 1, 1999" in the Severance Agreement
are hereby changed to "June 1, 1999."
(b) All references to "February, 1999" in the Severance Agreement are
hereby changed to "June 1, 1999."
(c) Section III.1 is hereby deleted in its entirety and the following
Section 111.1 is hereby inserted:
"1. If the Executive voluntarily retires or voluntarily
terminates from the Company before June 1, 1999, he shall
receive (i) the Severance Payment, (ii) Insurances Coverages
and (iii) Medical Benefits. In addition, Executive's
entitlement to the Stock Award and any Outstanding Options
will be determined by the specific agreements relating to
such benefits and not by this Severance Agreement."
2. The December Letter is superseded by this Amendment and is no longer
in effect.
3. On and after the effective date of this Amendment, each reference in
the Severance Agreement to "this Agreement," "hereunder," "hereof," or
words of like import shall mean and be a reference to the Severance
Agreement as amended by this Amendment. The Severance Agreement, as
amended by this Amendment, is and shall continue to be in full force and
effect and is hereby in all respects ratified and confirmed.
2
4. This Amendment may be executed in any number of counterparts, each of
which counterparts shall be an original and all of which taken together
shall constitute one and the same Amendment.
The Company and the Executive have entered into this Amendment as of the
date first written above.
COMERICA INCORPORATED
By: /s/ Xxxxxxx X. Xxxxxxxxx
-------------------------
Its: Executive Vice President
-------------------------
/s/ Xxxxxxx X. Xxxxxxx
-----------------------------------
XXXXXXX X. XXXXXXX
