January 16, 1997
Xx. Xxxx Xxxxxx Xxxx, Xx.
00-00 Xxxxxxxxx Xxxxxx
Xxxxxxxxx, Xxxxxxx 00000
Dear Sir:
Reference is made to an Employment Agreement ("Agreement") dated as of
July 1, 1996, by and between you ("Employee") and the undersigned
("Corporation").
This is to confirm our understanding and agreement as follows:
1. The Agreement is hereby amended in the following respects:
(a) The Corporation may terminate this Agreement at its sole discretion
and for any reason whatsoever immediately upon the giving of 30 days' written
notice to Employee of such termination and specifying the effective time
thereof. Upon such termination, the Corporation shall pay to Employee an amount
equal to 50% of Employee's then current annual base salary (such severance
payment shall be subject to all required withholding) (the "Severance Payment"),
which Severance Payment shall be payable in six equal consecutive monthly
installments, commencing on the first day of the calendar month immediately
following any such termination, and subject to the provisions of subparagraph
(b) below.
Xx. Xxxx Xxxxxx Xxxx, Xx.
January 16, 1997
Page 2
(b) If the Agreement is terminated pursuant to paragraph (a) hereof,
paragraph 6 of the Agreement will be amended, effective upon such termination,
to delete the words "and for a period of one (1) year thereafter" in the third
and fourth lines thereof, provided, however, that if Employee engages in any
activity that would have been violative of paragraph 6 of the Agreement
("Competitive Activity") then all remaining obligations of the Corporation with
respect to Severance Payment installments to be paid from and after such
engagement in Competitive Activity shall thereupon cease, and all rights of
Employee to the remainder of such Severance Payment installments shall be
forfeited.
2. Paragraph 1 of the Agreement is deleted and in lieu thereof Employee
agrees to serve in such executive capacity as may be assigned to him by the
Board of Directors of the Corporation. Additionally, the Corporation shall, upon
thirty (30) days prior written notice to Employee, have the right to discontinue
providing Employee with the vehicle currently being provided to Employee, and,
if Employee so chooses, he may purchase such vehicle from the Corporation on
terms mutually satisfactory to the Corporation and the Employee. Also, copies of
all notices to the Corporation shall be provided to Xxx X. Xxxxxx, Esq., 0000
Xxxx Xxxxxxxxx, Xxxxxxxxxxx, Xxxxxxxx 00000 in lieu of the attorney specified in
Section 16 of the Agreement.
3. In the event of any conflict between the provisions of the Agreement
and this letter, the provisions of this letter shall prevail. Except as provided
herein, the Agreement shall continue in full force and effect without change or
modification.
If the foregoing correctly sets forth our understanding, please
indicate your agreement in the space provided below.
Very truly yours,
MAKO MARINE INTERNATIONAL, INC.
By: /s/ Xxxxxxx X. Xxxxx
President
AGREED:
/s/ Xxxx Xxxxxx Xxxx, Xx.
