EXHIBIT 10(p)(i)
AMENDMENT TO EMPLOYMENT ARRANGEMENT
BETWEEN THE COMPANY AND ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
January 16, 1997
PERSONAL AND CONFIDENTIAL
▇▇. ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Digi International Inc.
▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Dear ▇▇▇▇:
This letter confirms the terms of the amendment to your employment
agreement with the Company dated February 6, 1995 (the "Agreement"). Except as
specifically provided for herein, the terms of the Agreement remain in full
force and effect.
If you are terminated by the Company without "cause" on or before July 31,
1998, you would be entitled to severance equal to one year's base salary and a
bonus (if earned) that would be pro-rated for the portion of the fiscal year
through the termination date. The definition of cause is attached as an
appendix to the Agreement.
In addition, with regard to your relocation expenses associated with your
move from California to Minnesota, the Company has agreed to gross up the amount
paid to you to cover any taxes that you may be obligated to pay as a result of
the Company's reimbursement.
The Agreement as amended by this letter constitutes the entire agreement
between you and the Company regarding the subject matter contained therein and
supersedes all prior agreements and understandings relating thereto.
If the terms outlined above are acceptable, please confirm by signing the
enclosed copy below and returning it to me.
Very truly yours,
DIGI INTERNATIONAL INC.
/S/▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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By ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Chairman, Compensation Committee
ACCEPTED:
/S/▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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