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Exhibit 10(qq)
AMENDMENT NO. 1 TO
EMPLOYMENT AGREEMENT
AMENDMENT AGREEMENT made the 1st day of October, 1996 by and among
Xxxxxx X. Xxxxxxx, D.D.S. (the "Employee") and Valley Forge Dental Associates,
Inc., a Delaware corporation (the "Company").
W I T N E S S E T H:
WHEREAS, the Company and the Employee entered into an employment
agreement (the "Xxxxxxx Employment Agreement") dated September 19, 1995; and
WHEREAS, the parties hereto desire to amend the Xxxxxxx Employment
Agreement as hereinafter set forth.
NOW THEREFORE, in consideration of the premises and the mutual
agreements hereinafter set forth, the parties hereto, intending to be legally
bound, hereby agree as follows:
1. Defined Terms. All capitalized terms used but not otherwise
defined herein shall have the respective meanings ascribed thereto in the
Xxxxxxx Employment Agreement.
2. Amendment to Xxxxxxx Employment Agreement. Section 3.1 of the
Xxxxxxx Employment Agreement is hereby
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amended by deleting the first sentence thereof and substituting therefor the
following sentence:
"During the term of this Agreement, in consideration of the
performance by the Employee of the services set forth in Section 2 and the
Employee's observance of the other covenants set forth herein, the Company
shall pay the Employee, and the Employee shall accept, a salary at the
rate of (i) $150,000 per annum during the period from the date hereof
through September 30, 1996 and (ii) $120,000 per annum during the period
commencing October 1, 1996 through the end of the term hereof, payable in
accordance with the standard payroll practices of the Company."
3. Miscellaneous.
(a) The parties hereto further agree that all notices, requests or
instructions under this Amendment Agreement or any other agreement made between
the parties hereto in connection with the Xxxxxxx Employment Agreement shall be
in writing and delivered personally, sent by telecopy or sent by registered or
certified mail, postage prepaid, to the addresses set forth in Section XIV(A) of
the Purchase Agreement.
(b) Except as specifically amended herein, the Xxxxxxx Employment
Agreement shall remain in full force and effect in accordance with its terms.
(c) The provisions of this Amendment Agreement are severable, and if
any clause or provision shall be held invalid or unenforceable in whole or in
part in any jurisdiction, then such invalidity or unenforceability shall affect
only such clause or provision, or part thereof, in
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such jurisdiction and shall not in any manner affect such clause or provision in
this Amendment Agreement in any jurisdiction.
(d) This Amendment Agreement shall be binding upon the parties
hereto and their respective heirs, executors, administrators, successors and
assigns.
(e) This Amendment Agreement may be executed in counterparts, each
of which shall be deemed an original, but all of which taken together shall
constitute one and the same instrument.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment
Agreement to be duly executed on the date first above written.
VALLEY FORGE DENTAL ASSOCIATES,
INC.
By /s/ W. Xxxx Xxxxxxx
______________________________
W. Xxxx Xxxxxxx
/S/ Xxxxxx X. Xxxxxxx, D.D.S.
_________________________________
Xxxxxx X. Xxxxxxx, D.D.S.
