EXHIBIT 10.2
TRANSACTION BONUS AGREEMENT AMENDMENT
Amendment Number 1
This Amendment Number 1 to the Transaction Bonus Agreement dated May 14, 2001
between Hanover Direct, Inc., a Delaware corporation (the "Company"), and Xxxxxx
X. Xxxxx ("Xxxxx"), which evidenced the grant to Xxxxx by the Company of a
transaction bonus upon the occurrence of a Change in Control (the "Termination
Bonus Agreement"), shall be effective as of September 1, 2002.
W I T N E S S E T H :
WHEREAS, the Company and Xxxxx entered into the Transaction Bonus
Agreement; and
WHEREAS, the Company and Xxxxx now desire to amend the Transaction
Bonus Agreement in certain respects.
NOW, THEREFORE, it is agreed by and between the parties hereto to the
following amendments to the Transaction Bonus Agreement:
1. The number at the end of the third sentence of the first paragraph
of the Transaction Bonus Agreement is hereby changed from "$600,000" to
"$900,000."
2. All references in the Transaction Bonus Agreement and in this
Amendment Number 1 to the "Services Agreement" shall refer to the Employment
Agreement between the Company and Xxxxx, entered into as of September 1, 2002.
3. Except as hereunder provided, the Transaction Bonus Agreement shall
remain in full force and effect without further modification. IN WITNESS
WHEREOF, the Company and Xxxxx have executed this Amendment Number 1 as of
September 1, 2002.
HANOVER DIRECT, INC.
By: /s/ Xxxxxxx X. Xxxxxxx
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Name: Xxxxxxx X. Xxxxxxx
Title: Executive Vice President and
Chief Operating Officer
/s/ Xxxxxx X. Xxxxx
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Xxxxxx X. Xxxxx
