EXHIBIT 10.44
June 16, 1998
Mr. Henrik Slipsager
ABM Janitorial Services
551 Fifth Avenue, Suite 400
New York NY 10176
RE: THIRD AMENDMENT ("AMENDMENT") OF DIVISION EXECUTIVE
EMPLOYMENT AGREEMENT ("AGREEMENT")
Dear Henrik:
Your employment Agreement, which was last previously amended effective November
1, 1997 is hereby modified as follows, effective March 17, 1998:
PARAGRAPH B. TITLE shall be amended in its entirety to read:
"Executive's title shall be an Executive Vice President of Company and Senior
Vice President of ABM Industries Incorporated, Company's parent corporation
("ABM")."
PARAGRAPH C. DUTIES & RESPONSIBILITIES shall be amended in its entirety to
read:
"Executive shall report to and be accountable to and shall be expected to assume
and perform such executive or managerial duties and responsibilities as are
assigned to Executive from time-to-time by the President of the Company (with
regard to Company matters) and by the President of ABM (with regard to ABM
matters) or their respective designees or successors."
PARAGRAPH D. TERM OF AGREEMENT shall be amended in its entirety to read:
"Employment hereunder shall commence 3/17/1998 and shall continue until
10/31/2000 ("Initial Term") unless sooner terminated pursuant to Paragraph O
hereof, or later extended pursuant to Paragraph N hereof ("Extended Term")."
PARAGRAPH N. EXTENSION OF EMPLOYMENT shall be added, as follows:
"Absent at least ninety (90) days written notice of termination from either
party to the other party prior to the expiration of the Initial Term or any
Extended Term of the Agreement, employment hereunder shall continue for an
Extended Term of two years ("Extended Term") by which Executive and Company mean
that all terms and conditions of this Agreement during the Extended Term shall
remain in full force and effect except that the highest base Salary specified in
paragraph X1 shall be
increased annually as provided in Paragraph X.1(b) each year during the Extended
Term.
Mr. Henrik Slipsager
June 16, 1998
Page Two
Company has the option, without terminating this Agreement or Executive's
employment hereunder, of placing Executive on a leave of absence at the full
compensation set forth in Paragraph F hereof for any or all of such ninety (90)
day period in lieu of the aforementioned notice."
PARAGRAPH X.1 SALARY shall be amended in its entirety to read:
"a. Effective 3/17/98 until 10/31/98, at the annual rate of Three Hundred
Sixty-Six Thousand Four Hundred Fifty Dollars ($366,450) payable at the
monthly rate of $30,537.50.
b. Effective on 11/1/98 and 11/1/99 and for each Fiscal Year of any Extended
Term, if any, of this Agreement, the Salary set forth in Paragraph X.1(a)
will be adjusted upward annually to reflect the percentage increase change
in the American Compensation Association ("ACA") Index for the Western
Region ("ACA Index") with a six (6%) per cent maximum increase. The
adjustment, if any shall be based upon the projected ACA Index as published
for the effective date of the proposed increase hereunder. There shall be
no downward adjustment in Salary in the event the ACA Index shows a
decrease from the prior Fiscal Year."
PARAGRAPH X.5(A) BONUS shall be amended by increasing the percentage of the
Profit from 0.2842% (.002842) to 0.7045% (.007045). In all other respects
Paragraph X.5 shall remain unchanged.
PARAGRAPH X.3 CONSULTANCY shall be amended by increasing the monthly Consulting
Fee from $1,000.00 to $1,250.00. In all other respects Paragraph X.3 shall
remain unchanged.
In all other respects, the Agreement, as previously amended, shall remain
unchanged.
Please sign all three (3) originals of the Amendment and return two (2) to Harry
Kahn, at the ABM Legal Department.
Sincerely,
/s/ William W. Steele
William W. Steele
I agree to the foregoing.
/s/ Henrik Slipsager Dated: July 2, 1998
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Henrik Slipsager