Contract
EXHIBIT 10.52
AMENDMENT #2 TO LETTER
AGREEMENT
THIS
AMENDMENT #2 (the “Amendment”) TO THE LETTER AGREEMENT (the “Agreement”), dated
as of December 7, 1999 between West Pharmaceutical Services, Inc., a
Pennsylvania corporation (the “Company”) and Xxxxxx X. Xxxxxxxxxxxx(the
“Executive”).
Background
At a
meeting of the Company’s board of directors (the “Board”) on December 11, 2007,
the Board approved amendments to the Executive’s Agreement to comply with
Section 409A of the Internal Revenue Code of 1986, as amended (the
“Code”). The change required by Code Section 409A are effective as of
January 1, 2005, to the extent required by applicable regulations.
Agreement
In
consideration of the foregoing, the Company and the Executive intending to be
legally bound agree as follow:
Section
2(a) of the Agreement is hereby amended by adding the following to the end
thereof.
“The
severance compensation payable under this Section 2(a)shall be delayed six
months, and the first six months installments shall be paid in a single lump
sum, but only to the extent such severance compensation is in excess of the
amount described in Section 1.409A-1(a)(9)(iii) of the Final Treasury
Regulations (the ‘Safe Harbor Amount’), or any successor provision or applicable
guidance issued thereunder, and only to the extent required by Section 409A and
the applicable guidance thereunder. For avoidance of doubt, any
amount less than the Safe Harbor Amount shall be distributable without delay due
to the foregoing sentence.”
IN
WITNESS WHEREOF, the parties have duly executed this Amendment as of the date
written below.
ACCEPTED
AND
AGREED: WEST
PHARMACEUTICAL SERVICES, INC.
/s/ Xxxxxx X.
Xxxxxxxxxxxx
/s/ Xxxxxxx X.
Xxxxx
Xxxxxx X.
Xxxxxxxxxxxx
Xxxxxxx X. Xxxxx
Vice President, Human Resources
DATED: ___________________________ DATED: __________________________________
