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Exhibit 10.13
December 30,
2008
PERSONAL &
CONFIDENTIAL
Howard
Edelstein
[Home address
redacted]
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Employment
Agreement dated September 4, 2006 between you and NYFIX, Inc. (the
“Agreement”).
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Dear
Howard:
You and NYFIX,
Inc. agree to the following amendments to the Agreement.
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Section 1(r) is
hereby amended to read as follows:
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“(r) “ Good Reason
” shall mean, without Employee’s consent, (i) any
material diminution in base compensation , (ii) a material change
in the geographic location at which Employee must perform his
duties, or (iii) a breach by the Company of any material provision
of the employment agreement.”
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The first
sentence of Section 1(x) is hereby amended to read as
follows:
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“(x) “ Severance Term
” shall mean the twelve (12) month period commencing sixty
(60) days following Employee’s termination of employment
hereunder by the Company without Cause or by Employee with Good
Reason, provided that Employee has executed a general release (as
described in Section 8(g) hereof) and any waiting periods contained
in such release have expired prior to the 60
th day following the date of
termination.”
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The following
language is added at the end of the last sentence of Section
4(b):
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“, but in
no event later than March 15 of the calendar year following the
year in which the bonus was earned”
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The following
language is added at the end of the last sentence of Section
7(a):
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“and
subject to the terms and conditions set forth in Section
16(e)”
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Subsection
8(b)(i) is hereby amended to read as follows:
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“(i) the Accrued Obligations,
payable within thirty (30) days of the date of
termination;”
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The following
language is added at the end of the first sentence of Subsection
8(c)(ii):
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“payable
within thirty (30) days of the date of
termination”
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The following
language is added before the word “Employee” in the
second sentence of Section 8(d):
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“then,
subject to Section 16 hereof,”
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Subsection
8(d)(i) is hereby amended to read as follows:
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“(i)
the Accrued Obligations, payable within thirty (30) days of the
date of termination”
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Subsection
8(d)(vii) is hereby amended to read as follows:
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“(vii) reimbursement for
reasonable expenses incurred by Employee for executive outplacement
assistance, subject to the terms and conditions set forth in
Section 16(e); and”
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All references
to “fifteen (15) days” in Section 8(e) are hereby
changed to “thirty (30) days.”
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The following
language is added at the end of the second sentence of Section
8(f):
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“payable
within thirty (30) days of the date of
termination”
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The following
language is added at the end of Section 8(g):
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