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EXHIBIT 10.2
AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT
AMENDMENT, dated as of June 1, 1995 (the "Amendment"), to the
Agreement, dated as of May 29, 1987, as amended (the "Agreement"), between
Code-Alarm, Inc., a Michigan corporation (the "Company"), and Xxxx X. Xxxxxxx
(the Executive");
WHEREAS, the Company and Executive have heretofore executed and entered
into the Agreement pursuant to which the Executive is employed by the Company
for the consideration stated therein; and
WHEREAS, the Company and the Executive desire to amend the Compensation
and Benefits section of the Agreement as set forth in this Amendment.
NOW, THEREFORE, in consideration of the foregoing and the mutual
agreements set forth herein, and other good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, the parties hereto
agree as follows:
1. Paragraph 3 of the Agreement is amended and restated as follows:
Commencing on June 1, 1995, and continuing during the Employment Term,
Executive shall be paid a salary by the Company not less than $200,000 per
annum, payable in monthly installments. During the Employment Term, the
Company will provide Executive with the perquisites comparable to those which
have been provided to him heretofore as an employee of the Company. Executive
shall be entitled to participate in those of the Company's benefit plans for
which he is eligible. During the Employment Term, the Company will pay
Executive an annual incentive bonus, in addition to his salary, equal to six
(6) percent of the first one million $1,000,000 dollars of Operating Income
(pre-bonus and pre-interest and pre-taxes), and five (5) percent on every
dollar of Operating Income thereafter, as shown by the audited financial
statements sent to the shareholders of the Company, payable within sixty (61)
days after the end of the calendar year; provided, however, that the Board of
Directors of the Company may allow Executive, not more often than quarterly, to
draw up to seventy (70) percent of the Executive's projected bonus based upon
the year-to-date results of operations of the Company.
2. This Amendment shall be governed by and construed in accordance
with the laws of the State of Michigan.
3. In all respects not inconsistent with the terms and provisions
of this Amendment, the Agreement is hereby ratified, adopted, and approved and
confirmed.
4. All other terms of the original and amended Employment Agreement
shall remain unchanged.
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IN WITNESS WHEREOF, the parties thereto have caused this Amendment to be duly
executed and delivered, all as of the date and year first above written.
CODE-ALARM, INC.,
By: /s/ Xxxxxx Xxxxxx 5/16/95
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Xxxxxx Xxxxxx
Vice President of Finance,
Secretary and Treasurer
/s/ Xxxx Xxxxxxx
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Xxxx Xxxxxxx
