EXHIBIT 10.8
WEINER'S STORES, INC.
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Amendment No. 1 made as of this 7th day of April, 1995
("this Amendment") to the Employment Agreement made as of the 24th day of
February, 1995 (the "Agreement") between Weiner's Stores, Inc., a Texas
corporation (the "Company"), and Xxxxxxx X. Xxxxxx (the "Executive").
RECITALS:
The Company and the Executive are parties to the Employment
Agreement.
The Company and the Executive desire to amend the Agreement as
set forth below.
NOW, THEREFORE, in consideration of the premises and of the
mutual covenants contained herein, the parties hereto agree as follows:
Section 1. Amendments.
(a) Section 2 of the Agreement is amended by substituting
"$200,000" for "$43,750" in the last line thereof.
(b) Section 3.1 of the Agreement is amended and restated in
its entirety to read as follows:
"3.1 Base Salary. In consideration of the services
and duties to be rendered and performed by the Executive, the
Company will pay the Executive a fixed salary (the "Base
Salary"), payable in accordance with the policies of the
Company of general application to executive personnel. As of
the date hereof, those policies provide for payment of
salaries to executive personnel in arrears in equal weekly
installments at the end of each week. The amount of the Base
Salary shall, unless otherwise increased by act of the Board
of Directors, be $200,000."
(c) Section 3.2(a) of the Agreement is amended by adding
thereto the following as the third sentence thereof:
"The Company agrees that it will pay or caused to be paid, or
waive or reimburse the Executive for, any costs or
contributions otherwise payable by the Executive as a
condition to participation in the Company's medical plan or
hospitalization plan, other such than deductible, co-payment
or similar amounts as may be provided in any such plan."
(d) Section 4.1 of the Agreement is amended and restated in
its entirety to read as follows:
"4.1 Right of Termination for Cause. This Agreement
may, on thirty (30) days' advance notice given by the Company,
be terminated as of the end of such thirty (30) day period
(the "Termination Date") at any time by the Company for
cause."
(e) Section 4.2 of the Agreement is amended and restated in
its entirety to read as follows:
"4.2 Effect of Termination for Cause. If this
Agreement is terminated pursuant to Section 4.1 herein, then
the Executive's compensation for which provision is made in
Section 3 herein shall be continued until the Termination Date
and, except for the provisions of Sections 4, 5, 10 and 11
(the "Surviving Sections") which shall remain in full force
and effect, this Agreement shall terminate as of the
Termination Date.
If the Termination Date shall not coincide with the
end of a calendar month, the Executive's compensation for that
calendar month shall be prorated to the Termination Date."
(f) Section 4.4(a) of the Agreement is amended and restated in
its entirety to read as follows:
"(a) if the Executive's employment is terminated by
the Company prior to the expiration of the Initial Term other
than pursuant to Section 4.1, the Company shall pay the
Executive the sum of $200,000 as liquidated damages, which
shall constitute the Executive's sole and exclusive remedy in
connection with any such termination, all other remedies being
expressly waived."
(g) Section 4.4(b) of the Agreement is amended and by deleting
therefrom "other than pursuant to Section 4.1" after "Initial Term" in the
second line thereof.
Section 2. General.
(a) The Company and the Executive represent and warrant each
to the other that the execution, delivery and performance of this Agreement by
such party have been authorized by any and all requisite action by or on behalf
of such party and will not violate or cause a default under any contract,
agreement or other instrument to which such party is a party or by which such
party is bound.
(b) All references to "this Agreement" in the Agreement shall
be deemed references to the Agreement, as amended by this Amendment.
Exhibit 10.8 - Page 2
IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be duly executed as of the day and year first above written.
WEINER'S STORES, INC. WEINER'S STORES, INC.
By: /s/ Xxxx Xxxxxx By: /s/ Xxxx X. Xxxxxx
------------------------- ---------------------------
Xxxx Xxxxxx Xxxx X. Xxxxxx
Chairman of the Board Title: V.P. Operations
Executive Vice President
By: /s/ Xxx X. Xxxxxx /s/ Xxxxxxx X. Xxxxxx
--------------------------- ------------------------------------
Xxx X. Xxxxxx XXXXXXX X. XXXXXX
President
/s/ Xxxxxxx X. Xxxxx With my approval
---------------------------- /s/ Xxxxxxx Xxxxxxx
Xxxxxxx X. Xxxxx ------------------------------------
V.P. Merchandising V.P. Merchandise
Exhibit 10.8 - Page 3
