EXHIBIT 10.26
AMENDMENT
TO
CONSULTING AGREEMENT
Amendment, dated November 13, 1997, to Consulting Agreement
(the "Consulting Agreement") dated December 1, 1994, as amended (the "Consulting
Agreement"), between MEDCO RESEARCH, INC. (the "Corporation") and XXXXXXX X.
XXXXXXXX ("Xxxxxxxx").
WHEREAS, the Compensation Committee of the Board of Directors
of the Corporation (the "Compensation Committee") has determined that it is in
the best interests of the Corporation for the Corporation to continue to consult
with Xxxxxxxx pursuant to the Consulting Agreement for up to one additional year
on the terms set forth below; and
WHEREAS, Xxxxxxxx is willing so to continue to consult with
the Corporation;
NOW, THEREFORE, in consideration of the mutual covenants
contained herein, the parties hereto agree as follows:
1. Section 1 of the Consulting Agreement is hereby amended by
(a) deleting in the first sentence thereof "1997" and substituting therefor
"1998" and (b) adding the following proviso at the end of such Section:
"provided, however, that based on its review of the needs of the Corporation
between July 1 and December 31, 1998, the Corporation's Executive Committee, in
its sole discretion, shall have the right to unilaterally terminate the
Agreement effective at any time on or after June 30, 1998 on 30 days prior
written notice to Xxxxxxxx, and Xxxxxxxx agrees that the decision of such
Committee shall be final, conclusive and binding upon him."
2. Section 3.1 of the Consulting Agreement is hereby amended
by deleting in the first sentence thereof "1997" and substituting therefor
"1998".
3. Except as expressly amended hereby, the Consulting
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this
agreement as of the date first above written.
/s/ Xxxxxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxxxxxx
MEDCO RESEARCH, INC.
By: /s/ Xxxxx X. Xxxxxxx
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Xxxxx X. Xxxxxxx, President
and Chief Executive Officer
