Exhibit 10.2
AMENDMENT NO. 2 TO
EMPLOYMENT, CONFIDENTIALITY,
NON-COMPETITION
AND SEVERANCE
AGREEMENT
THIS AMENDMENT NO. 2 TO EMPLOYMENT,
CONFIDENTIALITY AND NON-COMPETITION AGREEMENT (this
“Amendment”) dated as of December 1, 2004, is made and
entered into by and between Essential Group, Inc., a Delaware
corporation (the “Company”), and Dennis Cavender (the
“Executive”).
WHEREAS, the Company and the
Executive have previously entered into that certain Employment,
Confidentiality, Non-Competition and Severance Agreement, dated
October 27, 2003, (the “Agreement”);
WHEREAS, the Company and the
Executive each desires to continue Executive’s employment
with the Company without interruption; and
WHEREAS the Company and Executive
each desires to amend the provisions of the Agreement as provided
in paragraph 1 of this Amendment.
NOW, THEREFORE, the Company and
Executive agree as follows:
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1.
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Amendments
to Agreement .
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(a)
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Section
5 of the Agreement is hereby amended and restated to read in its
entirety as follows:
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“The Executive will receive a
gross base salary of $200,000.00 per annum, which base salary the
Board may adjust from time to time, payable at the times and in the
manner
