2nd Amendment
Amendment to Employment Agreement dated as of September 18, 1996
between ▇▇▇▇▇▇▇▇ GRAPHICS, INC. (the "Company") and ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ (the
"Executive").
For good and valuable consideration, the Company and the Employee
hereby agree to amend the Employment Agreement as set forth below:
Section 2.1 shall read as follows:
"2.1. General. The Company hereby employs the Executive, and the
Executive agrees to serve, as Chairman of the Board, Chief Executive Officer,
President and Chief Operating Officer of the Company, upon the terms and
conditions herein contained. The Executive shall have all of the
responsibilities and powers normally associated with such offices. So long as
the Executive is employed by the Company as its Chief Executive Officer, the
Company shall nominate and use its best efforts to cause the Executive to be
elected as a member of the Board of Directors of the Company (the "Board"). The
Executive shall perform such other duties and services for the Company,
commensurate with the Executive's position, as may be designated from time to
time by the Board. The Executive agrees to serve the Company faithfully and to
the best of his ability under the direction of the Board.
Section 3.1 shall read as follows:
"3.1. Base Salary. From the date of this 2nd Amendment, the Executive
shall be entitled to receive a base salary ("Base Salary") at a rate of $475,000
per annum, payable in arrears in equal installments not less frequently than
bi-weekly in accordance with the Company's payroll practices, with such
increases as may be provided in accordance with the terms hereof. Once
increased, such higher amount shall constitute the Executive's Base Salary."
IN WITNESS WHEREOF, the Company has caused this Amendment to the
Employment Agreement to be duly executed and the Executive has hereunto set his
hand, effective September 18, 1996.
▇▇▇▇▇▇▇▇ GRAPHICS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
______________________________________
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Senior Vice President and Secretary
EXECUTIVE
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
______________________________________
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇