Exhibit 10.60


 


FORM OF SECOND AMENDMENT

TO EMPLOYMENT AGREEMENT


 


THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) is
entered into as of this [              ]
day of December, 2008 by and between Mac-Gray Corporation (the “Company”) and [                        ]
(the “Executive”).  Capitalized terms
used herein but not otherwise defined shall have the respective meaning so
ascribed in that certain Employment Agreement, dated as of [                    
    ,       ], by and between the Company
and the Executive (the “Employment Agreement”). 
The Employment Agreement is hereby amended as follows:


 


1.             Section 11(b) is hereby deleted in its
entirety and replaced with the following:


 


“(b)          Termination
by the Company Without Cause or by the Executive for Good Reason.  In
the event of termination of the Executive’s employment with the Company
pursuant to Section 10(c) or 10(d) above, and subject to the
Executive’s agreement to a release of any and all legal claims in a form
satisfactory to the Company and the lapse of the seven-day revocation period
provided in the release, which such release must be executed by the Executive
and delivered to the Company within twenty-one (21) days following the
Executive’s receipt thereof in order to be deemed effective for purposes of
this Section 11(b), the Executive shall continue to receive (1) for
eighteen (18) months (the ‘Severance Period’), full Base Salary, (2) a one
time lump sum payment in an amount equal to the Executive’s average annual
bonus over the three (3) fiscal years immediately prior to termination (or
the Executive’s annual bonus for the last fiscal year immediately prior to
termination, if higher) payable within the first 75 days of the year following
the year of termination, (3) all other benefits and compensation that the
Executive would have been entitled to under this Agreement in the absence of
termination of employment during the Severance Period (except to the extent
that the Executive may be ineligible for one or more such benefits under
applicable plan terms or law), and, (4) if the Executive elects to
continue group health plan benefits to the extent authorized by and consistent
with 29 U.S.C. § 1161 et seq.
(commonly known as ‘COBRA’), payment by the Company of the full COBRA premium
during the Severance Period so long as the Executive remains eligible for COBRA
coverage (collectively, the ‘Severance Amount’).  The continuation of Base Salary shall
commence on the first payroll date which is on or immediately after the 30th day following the Executive’s
termination of employment.”


 


2.             Section 11(f) is hereby amended by adding the
following paragraph at the end thereof:


 


“All in-kind benefits provided and expenses eligible for
reimbursement under this Agreement shall be provided by the Company or incurred
by the Executive during the


 

















 


time periods set forth in
this Agreement.  All reimbursements shall
be paid as soon as administratively practicable, but in no event shall any
reimbursement be paid after the last day of the taxable year following the
taxable year in which the expense was incurred. 
The amount of in-kind benefits provided or reimbursable expenses
incurred in one taxable year shall not affect the in-kind benefits to be
provided or the expenses eligible for reimbursement in any other taxable
year.  Such right to reimbursement or
in-kind benefits is not subject to liquidation or exchange for another benefit.”


 


3.             In all other respects the Employment Agreement is hereby
affirmed and shall remain in full force and effect.


 


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IN WITNESS WHEREOF, this
Amendment has been executed as a sealed instrument as of the date first written
above on behalf of the Company, by its duly authorized officer, and by the
Executive.


 


 


	
   

  	
  Mac-Gray Corporation

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  
	
   

  	
   

  	
  Name:

  
	
   

  	
   

  	
  Title:

  
	
   

  	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  Executive

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  Name:

  



 


[Signature Page to Second
Amendment to Employment Agreement]