Exhibit 10.2
Amendment to
EMPLOYMENT AGREEMENT of January 21.1999
between
MOLECULAR BIOSYSTEMS, INC.
and
Xxxxx Xxxxxxxxxx
MOLECULAR BIOSYSTEMS, INC. ("the Company") and Xxxxx Xxxxxxxxxx
("Employee"), parties to a written Employment Agreement (the "Employment
Agreement") dated effective January 21, 1999, hereby amend the Employment
Agreement as follows:
Paragraph 19. REAL ESTATE. Paragraph 19 shall be amended by replacing
it in its entirety with the following:
"Paragraph 19. REAL ESTATE. Employee and Company jointly own Employee's
principal residence as tenants in common. The Company's interest in the
residence is equal to $300,000. The employee's interest shall be the remainder
of the purchase price or value of the Property. Employee shall not alienate his
interest in the Property without the Company's consent. Employee shall maintain
the Property and pay all expenses associated with the Property, including but
not limited to all mortgage payments; upkeep; taxes; insurance; homeowner
association fees, if any; repairs and improvements (which shall be done, if at
all, at employee's option); and utilities. If the employee fails or refuses for
any reason to perform the obligations and make the payments called for in the
preceding sentence, the Company may cause the obligations to be performed and/or
make the payments.
In the event of termination of Employee's employment for any reason
("Termination") the Company's $300,000 interest in the Property shall be
reduced, liquidated and repaid as follows: Within 30 days of Termination
Employee shall repay to Company $50,000, reducing Company's interest in the
Property to $250,000. Within 6 months from Termination Employee shall pay an
additional $50,000 to Company, reducing Company's interest in the Property to
$200,000. Within one year of Termination, Employee shall repay to Company and
additional $100,000, reducing Company's interest in the Property to $100,000. On
or before the expiration of two years from Termination Employee shall repay the
final $100,000 owing to Company. Upon the repayment of Company's interest in the
Property Company shall execute a quitclaim deed or other appropriate document of
conveyance releasing its interest in the Property. If Employee is unwilling or
unable to purchase Company's interest, Company shall cooperate with Employee to
sell the Property, and Employee shall be deemed to have complied with his
purchase obligation under this subparagraph if a purchasing third party pays the
Company the amount of its interest in the Property.
If the Employee is deemed to receive taxable income for any payment or
reimbursement under this section, such payments will be grossed up to account
for all applicable income taxes."
Paragraph 33. ARBITRATION OF DISPUTES. Paragraph 33 shall be amended by
adding thereto the following sentence: "Said arbitration shall be conducted in
San Diego, California pursuant to the National Rules for the Resolution of
Employment Disputes of the American Arbitration Association."
In all other respects the Employment Agreement shall remain in full
force and effect.
Agreed to this 22nd day of September, 2000:
MOLECULAR BIOSYSTEMS, INC.
By: /s/ XXXXX XXXXXXXXX
---------------------------------------
Director, Board of Directors, Molecular
Biosystems, Inc.
By: /s/ XXXXX XXXXXXXXXX
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Xxxxx Xxxxxxxxxx
