By Telecopy and Regular Mail
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October 1, 2003
Xx. Xxxxxxx X. Xxxx
00 Xxxxxxxx Xxxx
Xxxxxxxxx, XX 00000
Re: Retirement Agreement
Dear Xxxx:
I refer to the Retirement Agreement made as of January 2, 2002 (the
"Agreement") between you and the Company. All terms defined in the Agreement
shall have the same meaning ascribed to them in the Agreement when used in this
letter.
In Section 2.3.3 of the Agreement, the Company agreed to continue to
pay the premiums under the Split Dollar Policies for coverage through the fifth
anniversary of the Retirement Date. You and the Company agree that in full
discharge of the Company's obligation under Section 2.3.3 to pay the premiums
for the Split Dollar Policies, the Company shall pay to you the aggregate sum of
$343,793, as follows: $35,744 within 5 days after you countersign this letter
and return a copy to SCT, and the remaining $308,049 on January 1, 2004.
Applicable taxes shall be withheld from the foregoing payments.
Please indicate your agreement to the matters set forth in this letter
by signing below in the space provided and returning to me the enclosed copy of
this letter. Thank you.
Very truly yours,
/s/ Xxxx Xxxxxxx
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Xxxx Xxxxxxx
Executive Vice President,
Finance and Administration and
Chief Financial Officer
ACKNOWLEDGED AND AGREED:
/s/ Xxxxxxx X. Xxxx
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Xxxxxxx X. Xxxx
