1
Exhibit 10.22
TENTH
AMENDMENT TO EMPLOYMENT AGREEMENT
---------------------------------
JOEL F. GEMUNDER of Cincinnati, Ohio ("Employee"), and OMNICARE
MANAGEMENT COMPANY, a Delaware corporation with its principal place of business
in Cincinnati, Ohio (the "Company"), hereby agree as follows:
1. Recitals
--------
(a) The Company is an indirect subsidiary of Omnicare, Inc. as a
result of a corporate restructuring of Omnicare, Inc. and its affiliates.
(b) In connection with such restructuring certain assets and
liabilities of Omnicare, Inc. were transferred to the Company effective December
31, 1988, including an Employment Agreement between Omnicare, Inc. and Employee
dated August 4, 1988 (the "Employment Agreement").
(c) The Company, as assignee, and Employee amended the Employment
Agreement by mutual written agreement on December 31, 1988, May 23, 1989, May
22, 1990, May 21, 1991, May 19, 1992, May 17, 1993, May 16, 1994, May 15, 1995
and May 20, 1996 (the "Prior Amendments").
2. Amendments
----------
(a) Section 1.2 of the Employment Agreement is amended by deleting the
year "2001" from the third line of Section 1.2 and substituting the year "2002"
therefor.
(b) The amount of unrestricted stock award recognized in lieu of
incentive compensation in 1996 is $543,154.
3. General
-------
Except as previously changed by the Prior Amendments and as
specifically amended herein, the Employment Agreement will remain in full force
and effect in accordance with its original terms, conditions and provisions.
IN WITNESS WHEREOF, the parties have duly executed this amendatory
agreement as of May 19, 1997.
OMNICARE MANAGEMENT COMPANY
/s/ Joel F. Gemunder By:/s/ Cheryl D. Hodges
----------------------- -----------------------------
JOEL F. GEMUNDER
2
Exhibit 10.22
FOURTH
AMENDMENT TO EMPLOYMENT AGREEMENT
---------------------------------
PATRICK E. KEEFE of Cincinnati, Ohio ("Employee"), and OMNICARE
MANAGEMENT COMPANY, a Delaware corporation with its principal place of business
in Cincinnati, Ohio (the "Company"), hereby agree as follows:
1. Recitals
--------
(a) The Company is an indirect subsidiary of Omnicare, Inc. as a
result of a corporate restructuring of Omnicare, Inc. and its affiliates.
(b) In connection with such restructuring certain assets and
liabilities of Omnicare, Inc. were transferred to the Company effective December
31, 1988. The Employment Agreement between Omnicare, Inc. and Employee dated
March 4, 1993 (the "Employment Agreement") was transferred pursuant to the
Assignment and Assumption Agreement dated May 16, 1994 among the Company,
Employee and Omnicare, Inc. (the "Assignment and Assumption Agreement").
(c) The Company, as assignee, and Employee amended the Employment
Agreement by mutual written agreement on May 16, 1994, May 15, 1995 and May 20,
1996.
2. Amendments
----------
(a) Section 1.2 of the Employment Agreement is hereby amended by
deleting the year "2001" from the third line of Section 1.2 and substituting the
year "2002" therefor.
(b) Section 2.1 of the Employment Agreement is amended by deleting
"$168,500" from the second line thereof and substituting "$199,500" therefor.
(c) The amount of unrestricted stock award recognized in lieu of
incentive compensation in 1996 is $219,720.
3. General
-------
Except as specifically amended herein the Employment Agreement will
remain in full force and effect in accordance with its original terms,
conditions and provisions and those of the Assignment and Assumption Agreement.
IN WITNESS WHEREOF, the parties have duly executed this amendatory
agreement as of May 19, 1997.
OMNICARE MANAGEMENT COMPANY
/s/ Patrick E. Keefe By:/s/ Cheryl D. Hodges
-------------------------- ------------------------------
PATRICK E. KEEFE
3
Exhibit 10.22
TENTH
AMENDMENT TO EMPLOYMENT AGREEMENT
---------------------------------
CHERYL D. HODGES of Cincinnati, Ohio ("Employee"), and OMNICARE
MANAGEMENT COMPANY, a Delaware corporation with its principal place of business
in Cincinnati, Ohio (the "Company"), hereby agree as follows:
1. Recitals
--------
(a) The Company is an indirect subsidiary of Omnicare, Inc. as a
result of a corporate restructuring of Omnicare, Inc. and its affiliates.
(b) In connection with such restructuring certain assets and
liabilities of Omnicare, Inc. were transferred to the Company effective December
31, 1988, including an Employment Agreement between Omnicare, Inc. and Employee
dated August 4, 1988 (the "Employment Agreement").
(c) The Company, as assignee, and Employee amended the Employment
Agreement by mutual written agreement on December 31, 1988, May 23, 1989, May
22, 1990, May 21, 1991, May 19, 1992, May 17, 1993, May 16, 1994, May 15, 1995
and May 20, 1996 (the "Prior Amendments").
2. Amendments
----------
(a) Section 1.2 of the Employment Agreement is amended by deleting the
year "2001" from the third line of Section 1.2 and substituting the year "2002"
therefor.
(b) Section 2.1 of the Employment Agreement is amended by deleting
"$135,000" from the second line thereof and substituting "$165,000" therefor.
(c) The amount of unrestricted stock award recognized in lieu of
incentive compensation in 1996 is $178,123.
3. General
-------
Except as previously changed by the Prior Amendments and as
specifically amended herein, the Employment Agreement will remain in full force
and effect in accordance with its original terms, conditions and provisions.
IN WITNESS WHEREOF, the parties have duly executed this amendatory
agreement as of May 19, 1997.
OMNICARE MANAGEMENT COMPANY
/s/ Cheryl D. Hodges By: /s/ Joel F. Gemunder
------------------------- ---------------------------
CHERYL D. HODGES