EXHIBIT 10.14
AMENDMENT NO. 3 TO TERMS OF EMPLOYMENT
OF
XXXXXX X. XXXXXX
WITH
CONCORD CAMERA CORP.
AMENDMENT No. 3, dated as or January 1, 2003, to Terms of Employment
dated as of April 17, 2000, as heretofore amended (as amended, the "Agreement")
by and between CONCORD CAMERA CORP. (the "Company") and XXXXXX X. XXXXXX (the
"employee").
FOR GOOD AND VALUABLE CONSIDERATION the receipt and sufficiency of
which is hereby acknowledged, the Agreement is hereby amended as follows:
1. Section 3 of the Agreement is hereby deleted and replaced in its
entirety with the following:
"3) TERM
The term hereof shall commence as of January 1, 2003 and
shall continue thereafter, year-to-year, until terminated in
accordance with Section 15 below. The employment may be
terminated in accordance with Section l5 below at any time
during the term."
2. In the first sentence of Section 5 of the Agreement (entitled
"Compensation"), the salary is hereby increased to $200,000 per
annum effective as a January 1, 2003.
3. Effective as of January 25, 2003, the previous Code of Conduct
attached to the Agreement as Exhibit B (dated August 10, 2000) is
hereby deleted and replaced in its entirety with the Exhibit B,
dated January 12, 2003, attached hereto.
4. Section 15 of the Agreement is deleted and replaced in its entirery
with the following:
"15) TERMINATION
The Company may terminate the employee for cause at any
time without notice. "Cause" shall mean: (i) continued
failure to obey reasonable instructions of the person(s) to
whom the employee reports; (ii) continued neglect of duties
and responsibilities; (iii) willful misconduct; (iv) fraud
or dishonesty; (v) any action in bad faith which is to the
detriment of the Company and/or any of its subsidiaries or
affiliates; (vi) failure to comply with any of the
provisions set forth in Exhibit A; or (vii) failure to
comply with the Code of Conduct annexed as Exhibit B.
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Either party may terminate at any time for any reason or
for no reason upon giving the other party three (3)
months' written notice. If the Company terminates the employee
for any reason other than cause, or for no reason:
(a) if such termination is made effective immediately
or at any other time before the expiration of the foregoing
3-month notice period, then the Company shall pay the
employee's base salary, in lieu of notice, for the remainder
of such notice period (the "Notice Payments"); and
(b) as additional consideration for the covenants of
employee set forth in Section 16 and Exhibit A, then, after
the Company has made any Notice Payments the employee is
entitled to receive pursuant to subparagraph (a) of this
section, the employee shall receive a payment (the
"Non-Compete Payment") equal to up to twelve (12) months' of
his base salary (net of required withholding). NOTWITHSTANDING
ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT
SHALL THE EMPLOYEE RECEIVE NOTICE PAYMENTS AND/OR A
NON-COMPETE PAYMENT WHICH, WHEN AGGREGATED, EXCEED TWELVE (12)
MONTHS OF HIS BASE SALARY. By way of example, if pursuant to
this section: (i) the employee receives Notice Payments equal
to one (1) month's base salary, then his Non-Compete Payment
will be for eleven (11) months' base salary; (ii) the employee
instead receives three (3) months' notice, such that there are
no Notice Payments, then his Non-Compete Payment will be for
twelve (12) months' base salary; or (iii) the employee
receives Notice Payments equal to three (3) month's base
salary, then his Non-Compete Payment will be for nine (9)
months' base salary.
Any and all Notice Payments and the Non-Compete Payment shall
be payable in installments (net of required withholding) in
accordance with the Company's normal payroll schedule and
shall not be payable simultaneously. The Company's obligation
to make any Notice Payments and/or the Non-Compete Payment is
conditioned upon the employee's prior and continued compliance
with all provisions of this Agreement including, but not
limited to, those set forth in Section 16 and Exhibit A.
If the employee's employment is terminated by the Company for
cause, or by the employee, then the employee will not receive
a Non-Compete Payment or any Notice Payments but all of his
obligations under the provisions of this Agreement, including
but not limited to those set forth in Section 16 and Exhibit
A, nevertheless remain in full force and effect.
In the event that the employee's employment terminates for any
reason at all, voluntarily or involuntary, benefits provided
to the employee will terminate as of the last day of
employment unless otherwise specified in any employee benefit
plan or unless otherwise specified as a matter of law."
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5. Unless otherwise provided herein, all capitalized terms shall have
the meaning assigned to such terms in the Agreement.
6. Except as otherwise provided in paragraph 3 above, the foregoing
amendments are effective as of January 1, 2003. Except as hereby
amended, the Agreement shall continue in full force and effect.
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the date first above written.
EMPLOYEE: CONCORD CAMERA CORP.
/s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxxx
----------------------------- --------------------------------
Xxxxxx X. Xxxxxx Xxxxx X. Xxxxxxx
Executive Vice President and
Chief Operating Officer
Date: 4-15-03 Date: 4-21-03
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