EXTENSION AGREEMENT TO CONTINUE EMPLOYMENT AGREEMENT
BETWEEN XXXXX X. XXXXXX ("EXECUTIVE") AND
POGO PRODUCING COMPANY, A DELAWARE CORPORATION ("COMPANY"),
DATED EFFECTIVE FEBRUARY 1, 1999
WHEREAS, Executive and Company are parties to an
"Employment Agreement" bearing an original "Effective Date" of February 1,
1996; and
WHEREAS, February 1, 1999, (even date herewith) is hereby
deemed to be the "Renewal Date" in that Employment Agreement; and
WHEREAS, Executive and Company each wish to extend said
Employment Agreement for an additional one-year period so as to terminate
(unless further extended) two years thereafter, (to-wit January 31, 2001); and
WHEREAS, Company desires to retain the services of
Executive for the benefit of Company and its shareholders, and desires to
induce Executive to remain in its employ for that extended time period; and
WHEREAS, Executive has agreed to continue to serve as an
employee of Company for the period specified herein from and after the date
of this Extension Agreement; and
WHEREAS, Company and Executive desire to enter into this
Extension Agreement in order to formally secure for Company the benefit of
the experience and abilities of Executive, and to set forth the agreements
and understandings of Company and Executive; and
WHEREAS, Company has advised Executive that execution and
performance of this Extension Agreement by Company has been duly authorized
and approved by all requisite corporate action on the part of the Company.
NOW, THEREFORE, in consideration of the foregoing and the
mutual promises and agreements herein contained, and in consideration of the
sum of $10 paid by Company to Executive, receipt whereof is hereby
acknowledged by Executive, Executive and Company do hereby agree as follows:
1. The Employment Agreement between Executive and Company
bearing an "Effective Date" of February 1, 1996 and a "Renewal Date" which is
deemed herein to be February 1, 1999, is hereby extended for an additional
one-year period commencing February 1, 1999 and ending January 31, 2001,
unless such employment period is hereafter further extended for an additional
period by both Executive and Company.
2. All provisions of the Employment Agreement between
Executive and Company dated as of February 1, 1996, and as it is herein
amended, are continued in full force and effect without change as if the
Employment Agreement had been initially effective as of February 1, 1999.
POGO PRODUCING COMPANY
By: /s/ XXXX X. XXXXX, XX.
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Senior Vice President and
Chief Administrative Officer
ATTEST:
/s/ XXX XXX XXXXXXX
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Assistant Corporate Secretary
EMPLOYEE:
/s/ XXXXX X. XXXXXX
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