Exhibit 10.22
AMENDMENT TO SUPPLEMENTAL RETIREMENT AGREEMENT
THIS AMENDMENT is made and entered into as of the 23rd day of
March, 2000, by and between INTERNATIONAL MULTIFOODS CORPORATION, a
Delaware corporation (the "Company"), having its principal offices at
000 Xxxx Xxxx Xxxxxx, Xxxxxxx, Xxxxxxxxx 00000, and XXXXX X. XXXXXXX,
whose principal residence is located at 0000 Xxxx Xxxxxxxx Xxxxx,
Xxxxx, XX 00000 ("Xxxxxxx").
WHEREAS, the Company and Xxxxxxx entered into that certain
Supplemental Retirement Agreement, dated September 20, 1996, and
accepted by Xxxxxxx on September 27, 1996, a copy of which is attached
as Exhibit A hereto (the "Agreement"); and
WHEREAS, the Company and Xxxxxxx wish to amend the Agreement to
clarify the parties' intent that the Agreement and its terms and
provisions do not supercede or modify the terms and provisions of the
Revised and Restated Severance Agreement, dated as of September 17,
1993, between the Company and Xxxxxxx, as hereinafter provided.
NOW, THEREFORE, in consideration of the preceding recitals and the
terms and conditions hereinafter set forth, the Company and Xxxxxxx
agree to amend the Agreement, effective as of the date of this
Amendment set forth above, as follows:
1. The Agreement is hereby amended by inserting the following
new Section 3.6:
"3.6 Effect of Agreement. This Agreement does not supersede or
modify in any respect that certain Revised and Restated Severance
Agreement, dated as of September 17, 1993, between the Company and
Xxxxxxx (the "Xxxxxxxxx Agreement"), which shall continue in full force
and effect. The Company and Xxxxxxx agree and acknowledge that the
severance benefit provided for under Section II of this Agreement is in
addition to, and not in lieu of, any amounts that the Company is
obligated to pay to Xxxxxxx under the terms and provisions of the
Severance Agreement."
2. Except as modified by this Amendment, the terms and
conditions of the Agreement shall continue in full force and effect.
IN WITNESS WHEREOF, the parties hereto have signed and delivered this
Amendment as of the day and year first above written.
INTERNATIONAL MULTIFOODS CORPORATION
ATTEST:
/s/ Xxxxxxx X. Xxxxxx By: /s/ Xxxx X. Xxxxxxx
Assistant Secretary Xxxx X. Xxxxxxx
Chairman of the Board, President
and Chief Executive Officer
WITNESS:
/s/ Xxxxxx X. Xxxxx /s/ Xxxxx X. Xxxxxxx
Xxxxx X. Xxxxxxx