THIRD AMENDMENT, dated as of August 1, 1997 to Agreement dated as of July 22,
1992, as amended by the First Amendment dated February 24, 1994 and by the
Second Amendment dated as of October 3, 1996 (as so amended, the "Agreement")
between XXXXXXX & XXXXXX PRODUCTS CO. (which was formerly named Xxxxxxx & Xxxxxx
Corporation) (the "Company") and XXXXXX X. XXXXXX ("Employee").
WHEREAS, the Company and Employee desire to amend the Agreement as
hereinafter provided;
NOW, THEREFORE, in consideration of the premises and mutual covenants
contained herein and for other good and valuable consideration, the parties
hereto hereby agree as follows:
1. Section 3.1 of the Agreement is hereby amended by changing
"$525,000" to "$600,000".
2. The validity, interpretation and performance of this Amendment shall
be governed by the laws of the State of New York, regardless of the
laws that might be applied under applicable principles of conflicts
of laws. Each of the parties hereby waives any right such party may
have to a trial by jury.
3. All references in the Agreement to this "Agreement" shall mean the
Agreement, as amended hereby. Except as expressly amended hereby,
the Agreement shall continue in full force and effect in accordance
with the provisions thereof.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment
as of the day and year first above written.
/s/ Xxxxxx X. Xxxxxx [L.S.]
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XXXXXX X. XXXXXX
XXXXXXX & XXXXXX PRODUCTS CO.
By /s/ Xxxxx X. Xxxxxxxx
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Title: Co-Chairman
By /s/ Xxxxxxx X. Xxxxxxxxxxxx
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Title: Co-Chairman
