- 9 -
Under a cover letter dated April 7, 1988, Mr. Carpenter sent
Mr. Hyde a draft addendum to the purchase agreement; the draft
addendum was titled "Noncompetition and Consulting Agreement"
(draft noncompetition and consulting Agreement). The draft
noncompetition and consulting agreement enclosed in Mr.
Carpenter's April 7, 1988, letter to Mr. Hyde provided, in
pertinent part, that: (1) The buyers would pay Mr. Wright
$675,000 on the closing date as consideration for his covenant
not to compete; (2) the buyers would employ Mr. Wright as a
consultant for a period of 3 years, paying Mr. Wright $675,000 in
cash, payable in three equal annual installments of $225,000; and
(3) the buyers would also pay Mr. Wright a per diem fee of $1,000
per day for each and every day, or part thereof, that Mr. Wright
expended any time consulting in any fashion with the buyers,
whether such consultation was by telephone or in person.
Mr. Hyde went over Mr. Carpenter's letter and the
accompanying draft noncompetition and consulting agreement, and
he discussed the proposed agreement with the buyers. After his
discussions with the buyers, Mr. Hyde prepared and faxed a letter
to Mr. Carpenter; the letter was received by Mr. Carpenter on
April 11, 1988.
In regard to the consulting portion of the draft
noncompetition and consulting agreement, Mr. Hyde's letter
suggested adding the following sentence: "Buyer may prepay these
payments at any time, without penalty or terminating the
Page: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Next
Last modified: May 25, 2011