EXHIBIT 10.3
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AMENDMENT TO EMPLOYMENT AGREEMENT
This AMENDMENT TO EMPLOYMENT AGREEMENT, dated as of March
9, 2002 (this "Agreement"), is by and between FAIRMOUNT CHEMICAL CO., INC., a
New Jersey corporation (the "Company"), and XXXXXX XXXXX, a resident of New York
(the "Executive").
WHEREAS, the Company and Executive entered into
an Employment Agreement, dated July 23, 1998 and effective January
12, 1998 (the "Employment Agreement"); and
WHEREAS, the Company and Executive desire to
amend and modify the Employment Agreement as set forth in this
Agreement.
NOW, THEREFORE, in consideration of the foregoing
and other good and valuable consideration, the receipt and adequacy
of which is hereby acknowledged, the parties hereto agree as follows:
1. AMENDMENTS TO EMPLOYMENT AGREEMENT. The Employment Agreement is
hereby amended and modified as provided in this Section 1.
(a) Section 1 of the Employment Agreement is amended and modified to
delete solely the reference to the Executive being employed as Chief Executive
Officer of the Company.
(b) Except as otherwise provided in this Section 1(a), the Employment
Agreement shall remain in full force and effect, enforceable in accordance with
its terms.
2. CONSIDERATION. As consideration for entering into this Agreement and
consenting to the amendment and modification to the Employment Agreement as set
forth in Section l of this Agreement, the Company shall pay Executive the sum of
$20,000 by cash or company check, on April 1, 2002.
3. MISCELLANEOUS
(a) PRIOR AGREEMENTS/ORAL MODIFICATION. This Agreement, together with
the Employment Agreement, as modified herein, supersedes all prior agreements
and constitutes the entire agreement and understanding between the parties with
respect to the subject matter of this Agreement. This Agreement may not be
amended, modified in any manner or terminated orally or by course of conduct;
and no amendment, modification, termination or attempted waiver of any of the
provisions hereof shall be binding unless in writing and signed by the parties
against whom the same is sought to be enforced.
(b) COSTS. Each party shall pay all of their costs and expenses in
connection with this Agreement.
(c) BINDING AGREEMENT; BENEFIT. The provisions of this Agreement will
be binding upon, and will inure to the benefit of, the respective heirs, legal
representatives, successors and permitted assigns of the parties hereto.
(d) SEVERABILITY. Any provision of this Agreement that is prohibited
or unenforceable in any jurisdiction shall, as to such jurisdiction, be
ineffective to the extent of such prohibition or unenforceability without
invalidating the remaining provisions hereof, and any such prohibition or
unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other jurisdiction.
(f) ASSIGNMENT. This Agreement is personal in its nature and the
parties hereto shall not, without the consent of the other parties, assign or
transfer this Agreement or any rights or obligations hereunder.
IN WITNESS WHEREOF, the parties have duly executed this
Agreement as of the date first above written.
FAIRMOUNT CHEMICAL CO., INC.
By: /s/ Xxxxxxx X. Xxxxxxxxxx
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Xxxxxxx X. Xxxxxxxxxx,
Controller/Treasurer
By: /s/ Xxxxxx Xxxxx
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Xxxxxx Xxxxx
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