Exhibit 10.9
Amendment No. 1
to
Employment Agreement
This Amendment No. 1 dated as of November 17, 1998 to the
Employment Agreement dated as of February 5, 1997 (the "Employment Agreement")
between Aeroflex Incorporated, a Delaware corporation, with its principal office
located at 00 Xxxxx Xxxxxxx Xxxx, Xxxxxxxxx, XX 00000 (together with its
successors and assigns permitted under this Agreement, the "Company"), and Xxxx
Xxxxxx, who resides at 0 Xxxxxxxx Xxxxx, Xxxxxxxxx, XX 00000 (the "Employee").
WHEREAS, the Company and the Executive entered into the Employment
Agreement and now desire to modify certain of the terms and provisions thereof;
NOW, THEREFORE, it is agreed as follows:
1. The Employment Agreement is hereby amended as follows:
(a) Section 3(a) of the Employment Agreement is hereby
amended and restated as follows:
"(a) The Employee shall receive from the Company an initial
annual Base Salary, payable in accordance with the regular
payroll practices of the Company, of $190,000. During the Term
of Employment, the Compensation Committee shall review the
Base Salary no less often than annually for increase as of
each July 1 beginning with July 1, 1997; provided, however,
that increases shall not be less than the increases in the
Consumer Price Index for the New York and Northeastern New
Jersey Region, as published by the United States Department of
Labor, Bureau of Labor Statistics using June 1996 as the
basedate, determined and payable as provided in Section 3(b)
below."
2. All capitalized terms used herein, unless otherwise defined herein, are used
herein as defined in the Employment Agreement. Except as expressly provided
herein, all terms and provisions of the Employment Agreement shall remain in
full force and effect.
IN WITNESS WHEREOF, the undersigned have hereunto set their hands
as of the date first above written.
AEROFLEX INCORPORATED
By: /s/ Xxxxxxx Xxxxx
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Name: Xxxxxxx Xxxxx
Title: Executive Vice President
/s/ Xxxx Xxxxxx
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Xxxx Xxxxxx
