FIRST AMENDMENT TO
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
This FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT, made
as of November 15, 2002, between INSIGNIA FINANCIAL GROUP, INC., with an address
at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (the "Company"), and XXXX X.
XXXXXXX, residing at 00 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxx Xxxx 00000 ("the
Executive").
WHEREAS, the Executive is presently employed by the Company pursuant to
an Amended and Restated Employment Agreement, dated as of May 19, 2000, by and
between the Executive and the Company (the "Agreement"); and
WHEREAS, the Executive and the Company desire to further amend the
Agreement as hereinafter set forth.
NOW, THEREFORE, for good and valuable consideration, The Executive and
the Company agree as follows:
1. DEFINED TERMS. All capitalized terms used but not otherwise defined
herein shall have the meanings ascribed thereto in the Agreement.
2. AMENDMENT TO SECTION 1 OF THE AGREEMENT. Section 1 of the Agreement
is amended to replace "December 31, 2002" with "December 31, 2005", thereby
extending the term of the Agreement to, and defining the Expiration Date as,
December 31, 2005.
3. AMENDMENT TO SECTION 3(a) OF THE AGREEMENT. Section 3(a) of the
Agreement is amended to replace "$400,000" with "$440,000" effective as of
January 1, 2002, thereby defining the Base Salary as $440,000 per annum.
4. AFFIRMATION. Except as amended hereby, the Agreement shall remain in
full force and effect.
5. COUNTERPARTS. This Amendment may be executed in any number of
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
6. GOVERNING LAW. This Amendment shall be governed by and construed in
accordance with the laws of the State of New York, without reference to the
conflict of law provisions thereof.
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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the date first above written.
INSIGNIA FINANCIAL GROUP, INC.
By: /s/ XXXXXXX X. XXXXXX
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Name: XXXXXXX X. XXXXXX
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Title: PRESIDENT
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/s/Xxxx X. Xxxxxxx
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XXXX X. XXXXXXX
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