EXHIBIT 10.43
August 3, 1998
Elcom International, Inc.
00 Xxxxxx Xxx
Xxxxxxx, XX 00000
Attention: Xxxxxx X. Xxxxxxx
Chairman & CEO
Gentlemen:
Reference is made to the engagement letter (the "Engagement Letter") dated
July 21, 1997, by and between Xxxxx Xxxxxx, Inc. ("Xxxxx Xxxxxx") and Elcom
International, Inc. (the "Company"). As you are aware, Xxxxx Xxxxxx is now
affiliated with Salomon Brothers Inc. ("Salomon Brothers"), and together with
Xxxxxxx Xxxxxxxx is doing business as Xxxxxxx Xxxxx Xxxxxx (collectively,
"Xxxxxxx Xxxxx Xxxxxx"). Defined terms used herein shall have the meanings given
such terms in the Engagement Letter. This letter is to confirm certain
amendments to the terms of the Engagement Letter, as follows:
1. The term of the Engagement Letter is hereby extended until
November 30, 1998.
2. Xxxxxxx Xxxxx Xxxxxx will act as exclusive financial advisor
to the Company on the terms set forth in the Engagement Letter, as
amended by this letter. References in the Engagement Letter to
Xxxxx Xxxxxx shall hereafter be deemed to refer to Xxxxxxx Xxxxx
Xxxxxx.
3. Except as expressly modified by this letter, the Engagement
Letter shall remain in full force and effect.
Please confirm that the foregoing is in accordance with your understandings
and agreements with Xxxxxxx Xxxxx Xxxxxx by signing and returning to us the
duplicate of this letter enclosed herewith.
Very truly yours,
XXXXXXX XXXXXXXX INC
XXXXX XXXXXX INC.
By: Xxxxx Xxxxxx Inc.
/s/ Xxxxxx Xxxxxx
By:----------------------------
Managing Director
ACCEPTED AND AGREED:
ELCOM INTERNATIONAL, INC.
/s/ Xxxxxx X. Xxxxxxx
By: --------------------------
Xxxxxx X. Xxxxxxx
Chairman & CEO
