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Exhibit 10.03.2
AMENDMENT TO EMPLOYMENT AGREEMENT
This Amendment to Employment Agreement (this "Amendment") is made and
entered into as of the 24th day of September, 1999 (the "Effective Date"), by
and between CSK Auto, Inc., an Arizona corporation (the "Company"), and Xxxxxxx
Xxxxxxx ("Executive").
WHEREAS, the Company and Executive are parties to a certain Employment
Agreement, dated as of January 27, 1997, as amended and restated in its entirety
by that certain Amended and Restated Employment Agreement, dated as of June 12,
1998 (the "Employment Agreement");
WHEREAS, pursuant to such Employment Agreement, the Company entered
into a loan arrangement with Executive (the "Transition Loan") by which the
Company loaned to Executive the principal amount of Five Hundred Fifty Thousand
Dollars ($550,000.00) pursuant to the terms of a promissory note dated February
27, 1997 (the "Note"), a copy of which is attached hereto as Exhibit "A";
WHEREAS, the Transition Loan was secured by a deed of trust dated
February 27, 1997 (the "Deed of Trust"), a copy of which is attached hereto as
Exhibit "B", on Executive's residence located in Scottsdale, Arizona, and all
principal and accrued interest was due and payable on March 1, 1999;
WHEREAS, the Board of Directors of the Company, by that certain
Unanimous Written Consent In Lieu of a Meeting of the Board of Directors of CSK
Auto, Inc., dated September 24, 1999, consented to the adoption of certain
resolutions (the "Board Resolutions") regarding the Employment Agreement and the
Transition Loan; and
WHEREAS, the Company and Executive desire to amend certain provisions
of the Employment Agreement in order to reflect and properly implement the Board
Resolutions.
NOW, THEREFORE, in consideration for Executive's efforts regarding the
transaction which resulted in the Company's purchase of substantially all of the
assets of APSCO Products Company (the "Big Wheel/Rossi Acquisition"), the
acquisition by the Company of PACCAR Automotive, Inc., now known as Al's and
Grand Auto Supply, Inc. (the "Al's and Grand Acquisition"), the
merger/acquisition of Automotive Information Systems, Inc. (the AIS Merger"),
and other good and valuable consideration, and provided the conditions of
employment as set forth in this Amendment are met by Executive, the parties
hereto, intending to be legally bound, hereby agree that as of the Effective
Date the terms and conditions of the Employment Agreement shall be amended and
modified as hereinafter set forth.
1. Recitals. The Recitals set forth above are acknowledged by the parties as
being true and correct, and are hereby incorporated as terms and conditions of
this Amendment.
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2. Forgiveness of the Transition Loan.Provided that Executive remains employed
by the Company on each of November 1, 1999, and February 1, 2000 (unless
Executive's failure to remain employed by the Company is due to a termination by
the Company), Three Hundred Thousand Dollars ($300,000.00) of the Transition
Loan shall be forgiven by the Company on November 1, 1999, and the remaining Two
Hundred Fifty Thousand Dollars ($250,000.00) of the Transition Loan, plus any
accrued and unpaid interest, shall be forgiven by the Company on February 1,
2000, with the consideration for such forgiveness being Executive's efforts with
regard to the Big Wheel/Rossi Acquisition, the Al's and Grand Acquisition, the
AIS Merger and Executive's agreement of continued employment, as set forth in
Paragraph 1 of this Amendment. In the event that Executive voluntarily
terminates his employment with the Company prior to either November 1, 1999, or
February 1, 2000, then the remaining balance of the Transition loan at the time
of such voluntary termination shall not be forgiven by the Company and shall
become due and payable by Executive.
3. Force and Effect. The entire Agreement between the parties with respect to
the specified subject matter hereunder is contained in this Amendment. Except as
expressly modified by this Amendment, the terms and conditions of the Employment
Agreement shall continue in full force and effect. In the event there is a
discrepancy between the terms and conditions of this Amendment and the terms and
conditions of the Employment Agreement, the terms and conditions of this
Amendment shall control.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the day and year first written above.
CSK AUTO, INC.
By: /s/ Xxx Xxxxxx
_____________________________________
Name: Xxx Xxxxxx
_____________________________________
Title: Senior VP
_____________________________________
EXECUTIVE
By: /s/ Xxxxxxx Xxxxxxx
_____________________________________
Name: Xxxxxxx Xxxxxxx
_____________________________________
Title: Chairman and CEO
_____________________________________
