AMENDMENT NO. 2
to
EMPLOYMENT AGREEMENT
AMENDMENT NO. 2 to
EMPLOYMENT AGREEMENT (this “ Amendment” )
effective as of January 1, 2009, by and between MIRION
TECHNOLOGIES, INC., a Delaware corporation (the “
Company ”), and THOMAS D. LOGAN (the “
Executive ” ).
WHEREAS, the
Company and the Executive are parties to an Employment Agreement
dated August 18, 2006, as amended on December 22, 2008
(the “ Employment Agreement ”); and
WHEREAS, pursuant
to Section 13 of the Employment Agreement, the Employment
Agreement may be modified by a written amendment signed by the
Company and the Executive.
NOW, THEREFORE,
the parties hereto hereby agree as follows:
1.
Definitions . All capitalized terms not otherwise
defined herein shall have the meanings given to them in the
Employment Agreement.
(a) Section 1(a)
of the Employment Agreement is hereby amended by replacing the
words “three (3) years” with “four
(4) years”.
(b) Section 3(a)
of the Employment Agreement is hereby amended and restated in its
entirety to read as follows:
(i) From and after
January 1, 2009 (the “ Amendment Effective Date
”), the Executive shall receive a base salary of $325,000 per
year (“ Base Salary ”).
(ii) In the event
of a Change of Control or an IPO, the Executive’s Base Salary
shall be increased to $400,000 per year on the date of completion
of such Change of Control or IPO (the “ Completion
Date ”). On the first anniversary of the Completion Date,
the Executive’s Base Salary shall be increased to $450,000
per year.
(iii) Base Salary
shall be payable in acco