Amendment No. 1 to Amended and Restated Employment Agreement between OptiCare Health Systems, Inc. and Christopher J. Walls

Summary

This amendment updates the employment agreement between OptiCare Health Systems, Inc. and Christopher J. Walls. The main change is that, if Mr. Walls is entitled to severance, he will receive his base salary for twelve months, paid according to the company's usual payroll schedule. All other terms of the original agreement remain the same.

EX-10.2 3 file003.htm AMENDMENT #1 TO AMENDED AND RESTATED EMPLOYMENT

  AMENDMENT NO. 1 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT Amendment No. 1 to the Amended and Restated Employment Agreement (the "Agreement") is entered into as of July 19, 2005 by and between OptiCare Health Systems, Inc. (along with its successors and assigns, the "Company") and Christopher J. Walls ("Executive"). WHEREAS, the Company entered into that certain Amended and Restated Employment Agreement between OptiCare Health Systems, Inc. (along with its successors and assigns) and Christopher J. Walls effective as of October 6, 2004. NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Executive hereby agree to amend the Agreement as set forth below: Section 4(a)(i) of the Agreement is hereby amended to read as follows: (i) salary continuation of the Base Salary (less customary withholdings and authorized deductions) for a period of twelve (12) months (the "Severance Period"), payable in accordance with the Company's normal payroll practices; The remainder of the Agreement is unchanged. IN WITNESS WHEREOF, the parties have executed this Agreement as the date first written above. OPTICARE HEALTH SYSTEMS, INC. By: ------------------------------------------ Clark A. Johnson, Director and Chairman of the Compensation Committee EXECUTIVE ------------------------------------------ Christopher J. Walls