Exhibit 10.12.4
AMENDMENT NO. 4 TO
EMPLOYMENT AGREEMENT
This Amendment No. 4 (the "Amendment") to that certain Employment
Agreement dated June 12, 1997 by and between Cost Plus, Inc., a California
corporation (the "Company"), and Xxxxxx Xxxxx (the "Executive"), as amended on
January 13, 1999, July 22, 1999 and March 29, 2001 (as amended, the "Employment
Agreement"), is entered into this 1st day of March, 2002 by and between the
Company and the Executive.
RECITALS
WHEREAS, the parties hereto desire to amend certain provisions of the
Employment Agreement as provided herein;
NOW, THEREFORE, in consideration of the premises and mutual agreements
contained herein, and for other valuable consideration the receipt of which is
hereby acknowledged, the parties agree as follows:
1. Amendment to Sections 3(a) and 3(b). Sections 3(a) and 3(b) of the
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Employment Agreement are hereby amended to read in their entirety as follows:
"3. Severance Benefits.
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(a) Benefits upon Termination. Except as provided in
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Section 3(b), if the Executive's employment terminates as a
result of Involuntary Termination prior to June 15, 2004 and
the Executive signs a Release of Claims, then the Company
shall pay Executive's Base Compensation to the Executive for
twenty-four (24) months from the Termination Date with each
monthly installment payable on the last day of such month.
Executive shall not be entitled to receive any payments if
Executive voluntarily terminates employment other than as a
result of an Involuntary Termination.
(b) Benefits upon Termination After a Change of
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Control. If after a Change of Control the Executive's
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employment terminates as a result of Involuntary Termination
prior to June 15, 2004 and the Executive signs a Release of
Claims, then the Company shall pay Executive's Base
Compensation to the Executive for twenty-four (24) months from
the Termination Date with each monthly installment payable on
the last day of such month. Executive shall not be entitled to
receive any payments if Executive voluntarily terminates
employment other than as a result of an Involuntary
Termination."
2. Counterparts. This Amendment may be signed in any number of
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counterparts, all of which counterparts, taken together, shall constitute one
and the same instrument.
3. Governing Law. This Amendment and the rights and obligations of the
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parties hereto shall be governed by, and constructed and interpreted in
accordance with, the law of the State of California.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed and delivered by their proper and duly authorized officers as of
the day and year first above written.
COMPANY:
COST PLUS, INC.,
a California corporation
By: /s/ Xxxx Xxxxx
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Name: Xxxx Xxxxx
Title: Senior Vice President, Human Resources
EXECUTIVE:
/s/ Xxxxxx Xxxxx
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Xxxxxx Xxxxx
[SIGNATURE PAGE TO
COST PLUS, INC./XXXXXX XXXXX
AMENDMENT NO. 4 TO EMPLOYMENT AGREEMENT]
