1
EXHIBIT 10.43
[THE GAINSCO COMPANIES LETTERHEAD]
October 31, 1995
Xx. Xxxx X. Xxxxxxxx
Vice President
XXXXXXX, INC.
0000 Xxxxxxx Xxxxx
Xxxxxxxxx, Xxxxx 00000
Dear Xx. Xxxxxxxx:
The purpose of this letter is to supplement the change in control
agreement (the "Change in Control Agreement") between you and GAINSCO Service
Corp. dated November 10, 1994 in order to clarify the method by which notice
can be given by one party to the other.
Section 6 of the Change in Control Agreement shall be amended to read
as follows:
"6. Notice. For the purpose of this Agreement,
notices and all other communications provided for in the
Agreement shall be in writing and shall be deemed to have been
duly given when delivered or mailed by United States
registered mail, return receipt requested, postage pre-paid,
addressed as follows:
If to the Company:
GAINSCO Service Corp.
Attn: President
000 Xxxxxxxx Xxxxxx
Xxxx Xxxxx, Xxxxx 00000-0000
If to you:
Xxxx X. Xxxxxxxx
0000 Xxxxxxx Xxxxx
Xxxxxxxxx, Xxxxx 00000
or to such other address as either party may have furnished to
the other in writing in accordance herewith, except that
notice of change of address shall be effective only upon
receipt."
2
Additionally, you will find below the guarantee by XXXXXXX, INC. of
the performance of the obligations of GAINSCO Service Corp. under the Change in
Control Agreement.
If the proposed amendment to Section 6 set forth above is acceptable,
please sign this letter in the place provided below. The second copy of this
letter is for your records.
GAINSCO Service Corp.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------------------------
Xxxxxx X. Xxxxxxx
Its President
ACCEPTED:
/s/ Xxxx X. Xxxxxxxx
-----------------------------------
Xxxx X. Xxxxxxxx
GUARANTEE
GAINSCO, INC., a Texas corporation, unconditionally guarantees payment
and performance in full of all obligations of GAINSCO Service Corp. ("Service
Corp.") under the change in control agreement dated November 10, 1994 (the
"Change in Control Agreement") between GAINSCO Service Corp. and Xxxx X.
Xxxxxxxx and any renewals or extensions thereof whether or not the terms of the
Change in Control Agreement are modified.
This guarantee is a continuing guarantee and may not be revoked by the
guarantor without the written consent of Xxxx X. Xxxxxxxx and shall expire only
when the Change in Control Agreement and all renewals or extensions of it have
terminated.
GAINSCO, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------------------------
Xxxxxx X. Xxxxxxx
President
