Exhibit 10.4A
August 27, 2001
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Dear Al:
This letter will serve to formally confirm our mutual agreement
whereby you will leave your full-time Vice President - Product Development
position at Intelligent Controls, Inc. ( INCON ), to be effective September
14, 2001. As discussed among the Directors, you will continue, for the
time
being, to serve as Chairman of the Board and also be available, as
required,
for up to 400 hours of consulting service, in total, per year.
We have agreed that you will continue to receive base pay, on a bi-
weekly basis for twelve months, subject to a shortened time-frame in the
event you secure full-time employment, as called out in section 5 (b) 1 of
your employment agreement dated May 1, 1998. Your current annual base pay
rate is $133,000. In addition, all other provisions of section 5 (b) shall
apply. You will also continue to receive the Board/Consulting retainer,
which is currently paid quarterly, as per section 5 (b) 2 of your
employment
agreement and the Company will make available health insurance benefits to
you and your family as required by section 5 (b) 2.
INCON will provide on-going e-mail services and appropriate phone
messaging and forwarding support, if needed. Other administrative services
can be made available, upon request, but it is not the mutual intent, after
a limited transition, that you maintain an office here.
▇▇▇▇, I look forward to your continued contributions to INCON's
success and wish you the best of luck with your new business activities.
Very truly yours,
/s ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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President/CEO
Agreed and accepted:
/s ▇▇▇▇ ▇▇▇▇▇
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Date: 9/6/01
