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EXHIBIT 10.10
AMENDMENT TO EMPLOYMENT AGREEMENT
This Amendment to Employment Agreement ("Amendment"), entered into as
of June 1, 2000, by and between AMEDISYS, INC., a Delaware corporation (the
"Company"), and XXXXX XXXXXX ("XXXXXX").
WHEREAS, Company and XXXXXX are parties to that certain Employment
Agreement dated February 1, 2000 (the "Agreement"), whereby the Company and
XXXXXX agreed, among other things, on the terms and condition of XXXXXX'x
employment and severance with the Company.
WHEREAS, the Company and XXXXXX desire to amend the Agreement as
specifically set forth herein.
NOW, THEREFORE, the parties mutually agree as follows:
1. RECITATIONS. The above recitations are incorporated herein by this
reference.
2. MODIFICATIONS TO THE AGREEMENT. The following provision shall be
inserted into the Agreement as Section 3.4(b), to be included in the Agreement's
definition of "Change of Control":
"(b) The individuals who serve on the Company's Board of Directors as of the
effective date of this Agreement (the "Incumbent Board") cease for any reason to
constitute at least a majority of the Board of Directors of the Company;
provided, however, any person who becomes a director subsequent to the effective
date of this Agreement, whose election or nomination for election by the
Company's shareholders was approved by a vote of at least a majority of the
directors then compiling the Incumbent Board, shall for purposes of this
Agreement be considered as if such person was a member of the Incumbent Board."
3. EFFECT OF THIS AMENDMENT. Except as specifically stated herein, the
execution and delivery of this Amendment shall in no way affect the respective
obligations of the parties under the Agreement, all of which shall continue in
full force and effect.
4. SUCCESSORS AND ASSIGNS. This Amendment shall be binding upon and
inure to the benefit of the parties hereto and their respective successors and
assigns.
IN WITNESS WHEREOF, the parties hereto have cause this Amendment to be
executed, effective as of the date and year first written above.
AMEDISYS, INC.
By: /s/ XXXXXXX X. XXXXX
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Xxxxxxx X. Xxxxx, CEO
/s/ XXXXX XXXXXX
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XXXXX XXXXXX
