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EXHIBIT 10.3
March 27, 1997
Xx. Xxxx XxXxxxxx
Rexall Sundown, Inc.
000 Xxxxxx Xxxxx Xxxxxxx, XX
Xxxx Xxxxx, Xxxxxxx 00000
Dear Xxxx:
Reference is hereby made to the Employment Agreement ("Agreement") dated April
1, 1995 between Rexall Sundown, Inc. (the "Company") and Xxxx XxXxxxxx (the
"Employee"), as amended on April 1, 1996. Effective as of April 1, 1997, the
Company and the Employee have agreed to make the following amendments to the
Agreement:
1. Article II, Section 2.1 of the Agreement is hereby amended by
deleting Article II, Section 2.1 in its entirety and inserting the following
provision in lieu thereof:
"II. TERM
2.1 Subject to the provisions of Article 5 below, the term of this
Agreement shall be for the period commencing on April 1, 1995 and shall
terminate as provided below (the "Term"). The Term shall be a
continuous three (3) year period such that on each Anniversary Date (as
hereinafter defined), one (1) additional year shall automatically be
added to the Term. Not later than ninety (90) days prior to any
Anniversary Date, either party may provide written notice to the other
of its intention not to extend the Term of this Agreement beyond the
number of years then remaining in the Term. Such written notice shall
be deemed proper notice to terminate this Agreement at the end of the
three (3) year Term then in effect. It is the intention of the parties
that the Term of each Anniversary Date automatically shall be three (3)
years, unless such notice shall have been properly given. The
"Anniversary Date" as used herein shall be the first day of the second
year of the Term and the anniversary of such date in each subsequent
year."
2. Article III, Section 3.1 of the Agreement is hereby amended by
deleting Article III, Section 3.1 in its entirety and inserting the following
provision in lieu thereof:
"III. COMPENSATION
3.1 Salary. In payment for the obligations to be performed by the
Employee during the Term, the Company shall pay to the Employee
(subject to any applicable payroll and/or taxes required to be
withheld) annual compensation ("Annual Compensation") equal to (i) a
salary of Two Hundred Twenty-Five Thousand Dollars ($225,000) in cash
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for the year commencing April 1, 1997 and (ii) for each succeeding year
during the Term, a salary equal to that of the previous year increaseed
by the greater of (a) 5% or (b) the increase in the cost of living
based upon the Revised Consumer Price Index (1982-84=100) published by
the Bureau of Labor for Boca Raton, Florida utilizing April 1997 as the
base month."
If the foregoing is in accordance with our understanding, please execute the
enclosed copy of this letter and return to the undersigned.
Very truly yours,
REXALL SUNDOWN, INC.
By: /s/ Xxxxxxxxx Xxxx
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Xxxxxxxxx Xxxx, President
AGREED TO AND ACCEPTED
this 27th day of March 1997.
/s/ Xxxx XxXxxxxx
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Xxxx XxXxxxxx
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