EXHIBIT 10.8
AMENDMENT TO EMPLOYMENT AGREEMENT
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this "Amendment") is made
and entered into as of the 29th day of June, 1999 by and between
GERBER SCIENTIFIC, INC., a Connecticut corporation (the
"Company") and Xxxxxxx X. Xxxxxxxx (the "Executive") (the Company
and the Executive may collectively be referred to as the
"Parties"). This Amendment amends the Employment Agreement by
and between the Parties, dated as of January 29, 1997, as amended
on June 1, 1998 (collectively the "Employment Agreement").
RECITALS
WHEREAS, on June 15, 1999, the Management Development and
Compensation Committee of the Board of Directors (the
"Committee") adopted a Severance Policy (the "1999 Severance
Policy") covering the senior officers of the Company, including
the Executive;
WHEREAS, on June 15, 1999, the Committee approved and adopted a
form of Change-in-Control Agreement and authorized the Officers
of the Company to enter into a Change-in-Control Agreement with
the Executive;
WHEREAS, the Company and the Executive entered into such a Change
in Control Agreement dated June 1, 1999 ("Executive Change in
Control Agreement"); and
WHEREAS, the Company and the Executive desire to conform the
Employment Agreement to the terms of the 1999 Severance Policy
and the Executive Change in Control Agreement.
NOW, THEREFORE, in consideration of the promises and the mutual
covenants contained herein, the receipt and sufficiency of which
are hereby acknowledged, the Parties, intending legally to be
bound, agree as follows:
A. The terms of Section 4.1 of the Employment Agreement
relating to the severance benefits payable to the Executive
in the event of termination of the employment of the
Executive by the Company otherwise than for cause are hereby
amended to incorporate the terms of the 1999 Severance
Policy into, and make them part of, the Employment
Agreement, and to provide that the benefits of the 1999
Severance Policy shall be payable to the Executive in lieu
of the benefits provided under said Section 4.1.
B. The terms of the Executive Change in Control Agreement shall
supercede and replace the Change-in-Control provisions set forth
in Section 4.3 of the Employment Agreement.
C. Nothing in the Employment Agreement shall prevent or limit
the Executive's continued or future participation in any plan,
program, policy or practice provided by the Company and for which
the Executive may qualify and nothing in this Agreement shall
limit or otherwise affect the rights the Executive may have under
any other contract or agreement with the Company.
D. Except as herein provided, all terms of the Employment
Agreement shall continue in full force and effect.
IN WITNESS WHEREOF, the Parties have executed this Amendment as
of the date first written above.
GERBER SCIENTIFIC, INC.
By: /s/ Xxxx X. Xxxxxxx
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Xxxx X. Xxxxxxx
EXECUTIVE
/s/ Xxxxxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxxxxxx
