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Exhibit 10(l)
FIRST AMENDMENT TO
EMPLOYMENT AGREEMENT
This First Amendment to the Employment Agreement between The First Years Inc.
(the "Company") and Xxxxxx X. Xxxxxx ("Xxxxxx"), dated March 23, 1995 (the
"Agreement") is made this 16th day of January, 1997.
In consideration of the mutual covenants hereinafter set forth, the parties
agree to amend the Agreement as fol1ows:
1. Paragraph 11 is deleted in its entirety and is replaced with the following
paragraph:
"SEVERANCE.
(a) If, at the expiration of this Agreement, the parties do not enter into
a new employment or severance agreement, or if Xxxxxx'x employment with the
Company is terminated during the Term by either party for any reason (other
than Death, Disability, or Cause as defined in this Agreement), then the
Company will continue to pay to Xxxxxx his Base Salary and provide the
Benefits then in effect for twenty-four (24) months, reduced by the
amount, if any, that Xxxxxx earns from other employment during such
24-month period, provided Xxxxxx continues to comply with his obligations
under Paragraphs 7, 8, 9, and 10 of this Agreement during such 24-month
period. Xxxxxx will not be entitled to receive any Annual Bonus for such
24-month period. Xxxxxx will not be obligated to seek employment.
(b) If at the expiration of this Agreement, the parties do not enter into a
new employment or severance agreement, or if Xxxxxx'x employment with the
Company is terminated during the Term for any reason (other than for Death
or Cause as defined in this Agreement), the Company will continue to pay
the premiums for and provide coverage to Xxxxxx under the same group
medical and dental plans as the Company provides to the Company's
executive officers, and the same medical reimbursement plan being provided
to Xx. Xxxxxx and certain other senior executive officers as of the date of
this Amendment, until Xx. Xxxxxx is eligible for and entitled to coverage
under Medicare; provided that the Company can amend, alter or change such
plans as long as such benefits to Xxxxxx under such new plans are no less
than those commensurate with Xxxxxx'x position at the time of his
termination of employment; provided that to the extent such medical
benefits cannot be provided to Xxxxxx under the terms of such plans or the
plans cannot be so amended in any manner not adverse to the Company, the
Company shall pay to Xxxxxx, on an after-tax
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basis, an amount necessary for Xxxxxx to acquire comparable benefits from
an independent insurance carrier; provided further, that the obligations of
the Company under this clause 11 (b) shall be terminated if, at any time
after the date of his termination of employment with the Company, Xxxxxx is
employed by or is otherwise affiliated with a party that offers comparable
health benefits to Xxxxxx; and provided he continues to comply with his
obligations under Paragraphs 7, 8, 9, and 10.
IN WITNESS WHEREOF, the parties have executed this First Amendment this
16th day of January, 1997.
THE FIRST YEARS INC.
By: /s/ Xxxxxxxx Xxxxx
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Xxxxxxxx Xxxxx
Senior Vice President
and Treasurer
/s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx
