EXHIBIT 4.16
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FIRST AMENDING AGREEMENT
TO THE EMPLOYMENT AGREEMENT
This First Amending Agreement dated as of September 1, 2000, is entered into by
and between EXFO Electro-Optical Engineering Inc., a corporation having its
principal place of business at 000 Xxxxx Xxxxxx, Xxxxxx, Xxxxxx, X0X 0X0, Xxxxxx
(the "Corporation") and Xxxxx Xxxxxx, residing and domiciled at 00
Xxxx-x-Xxxxxxxx, Xxxxx, Xxxxxx, X0X 0X0, Xxxxxx (the "Employee").
WHEREAS the Corporation and the Employee entered into an Employment Agreement
dated May 30, 2000 (the "Agreement") providing for the terms of employment of
the Employee;
WHEREAS the parties hereto have agreed to amend the Agreement to modify certain
terms of employment;
THEREFORE the parties agree as follows:
1. AMENDMENTS
1.1 Paragraph 1 of Schedule A to the Agreement is amended by
deleting sub-paragraph (i) in its entirety.
1.2 Sub-paragraph 1(ii) of Schedule A to the Agreement is amended
to become sub-paragraph 1(i) and the text thereof is replaced
by the following:
"FROM SEPTEMBER 1, 2000 TO AUGUST 31, 2001: BASE SALARY OF
$180,000 PER ANNUM, PLUS A VARIABLE PORTION OF REMUNERATION
WHICH IS $40,000 PER ANNUM UPON ATTAINMENT BY THE CORPORATION
OF 100% OF THE HEALTH INDICATOR ESTABLISHED BY THE BOARD OF
DIRECTORS OF THE CORPORATION FOR THAT FINANCIAL YEAR. IN THE
EVENT THE CORPORATION DOES NOT FULLY ATTAIN THE HEALTH
INDICATOR FOR THE YEAR IN QUESTION OR SURPASSES THE HEALTH
INDICATOR, THE VARIABLE PORTION OF THE REMUNERATION SHALL BE
PAID IN THE SAME PROPORTION AS THE ATTAINMENT OF THE HEALTH
INDICATOR. THE VARIABLE PORTION SHALL BE PAID TWICE YEARLY,
AFTER THE END OF THE CORPORATION'S SECOND QUARTER AND AFTER
THE END OF THE FINANCIAL YEAR.
IN THE EVENT THE EMPLOYEE'S EMPLOYMENT IS TERMINATED BY THE
CORPORATION WITH CAUSE OR THE EMPLOYEE VOLUNTARILY TERMINATES
HIS EMPLOYMENT, THE
1.
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VARIABLE PORTION OF THE REMUNERATION SHALL NOT BE PAYABLE FOR
THE FINANCIAL YEAR DURING WHICH THE EMPLOYMENT TERMINATED FOR
SUCH REASONS."
2. MISCELLANEOUS
2.1 In all respects, except for those changes required to give
meaning and effect to the amendments provided for in the
foregoing sections hereof, the Agreement as amended remains in
full force and effect, is hereby ratified and confirmed in all
respects, and is binding upon the parties hereto. This First
Amending Agreement constitutes the whole and entire agreement
between the parties hereto with respect to the subject matter
hereof and cancels and supersedes any prior written
agreements, declarations, commitments, representations,
undertakings, written or oral, in respect thereof.
2.2 This Agreement shall be construed in accordance with and
governed for all purposes by the laws applicable in the
province of Quebec. Service of process in any dispute shall be
effective (a) upon the Corporation, if service is made on any
officer of the Corporation other than the Employee; (b) upon
the Employee, if served at Employee's residence last known to
the Corporation with an information copy to the Employee at
any other residence, or care of a subsequent employer, of
which the Corporation may be aware.
2.3 This Agreement has been written in English at the express
request of the parties. Cette entente a ete redigee en anglais
a demande expresse des parties.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
EXFO ELECTRO-OPTICAL
ENGINEERING INC.
BY: /s/ Xxxxxxx Xxxxxxx /s/ Xxxxx Xxxxxx
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2.
