EXHIBIT 10.8
November 3, 2003
Xxxxxxx X. Xxxxxxx
0 Xxxxxx Xxx Xxxx
Xxxxxxxxx, XX 00000
Re: Amendment to Executive Retention Agreement
Dear Xxxxx,
This letter agreement serves to amend the Executive Retention Agreement dated as
of March 7, 2002, by and between you and PolyMedica Corporation (the "Company").
1. Section 2 Term of Agreement. The definition of "Term" is hereby amended
as follows:
"'Term' shall mean the period commencing as of the Effective
Date and continuing in effect through August 31, 2004; provided,
however, that commencing on September 1, 2004 and each September 1
thereafter, the Term shall be automatically extended for one additional
year unless, not later than 90 days prior to the scheduled expiration
of the Term (or any extension thereof), the Company shall have given
the Executive written notice that the Term will not be extended."
2. Section 4.2(a)(i)(2) Compensation is hereby deleted in its entirety and
replaced with the following in lieu thereof:
"(2) the amount equal to (A) two multiplied by (B) the sum of
(x) the Executive's highest annual base salary during the three-year
period prior to the Change in Control Date and (y) the Executive's
highest annual bonus during the three-year period prior to the Change
in Control Date."
If the foregoing is acceptable to you, please indicate your agreement by signing
a copy of this letter agreement and returning it to the undersigned.
Very truly yours,
/s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx
Lead Director and Interim Chief
Executive Officer
ACCEPTED AND AGREED TO:
/s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx
November 3, 2003
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Date
