Amendment, dated December 14, 2018, to the Employment, Nondisclosure and Non-Compete Agreement between the Company and Lee A. McIntyre III dated June 15, 2015

Article Two, Section 2.01:  Base Salary.  During the Employment Term, the Employer shall pay to Employee an annual base salary (“Base Salary”) at the rate of seventy five thousand dollars ($75,000) (reduced by any applicable withholding), payable in installments as are customary under the Employer’s payroll practices from time to time. The Employer at its sole discretion may, but is not required to, review and adjust Employee’s Base Salary from year to year; provided, however, that, except as may be agreed in writing by Employee, the Employer may not decrease the Base Salary. No additional compensation shall be payable to Employee by reason of the number of hours worked or by reason of hours worked on Saturdays, Sundays, holidays or otherwise.

We anticipate the Employee shall work 30 hours per week and shall have the flexibility to choose his hours and location of work.  

Section 1, Article 1.03 Duties. Employee shall perform such managerial duties and responsibilities as may be assigned by the Employer’s Executive Vice President, Richardson Healthcare or such other person as the Employer may designate from time to time. Employee will adhere to the policies and procedures of the Employer, including, without limitation, its Code of Conduct, and will follow the supervision and direction of the Executive Vice President, Richardson Healthcare, or such other person as the Employer may designate from time to time, in the performance of such duties and responsibilities. Employee will work to help improve the business and best interests of the Company. Employee will use all reasonable efforts to promote and protect the good name of the Company and will comply with all of his obligations, undertakings, promises, covenants and agreements as set forth in this Agreement. Employee will not, during the Employment Term and for a period of five (5) years following the termination of employment

(including without limitation by way of resignation), engage in any activity which would have, or reasonably be expected to have, an adverse affect on the Employer’s reputation, goodwill or business relationships or which would result, or reasonably be expected to result, in economic harm to the Employer.

In Article Four, Non-Compete and Non-Solicitation Covenants, the definition of “Company” shall mean Richardson Healthcare as well as those products and services relating to the healthcare market that may be sold or managed by other Richardson Electronics, Ltd. business units (i.e., MRI tubes, MRI repair services provided by Powerlink).

Employee’s responsibility shall include the following:

supporting the sales team with general advice

helping the sales team close immediate opportunities

offering advice on the closing of big deals and customer strategies

helping to maintain existing industry relationships

helping the team analyze and secure the inventory needed to support the current and future operations.

Employee is not required to travel outside of Employee’s home area.

Both parties agree to review this Agreement every six months and mutually agree on any changes.

All terms not set forth herein shall remain the same as the Agreement.